Common use of Supplemental Indentures Without Consent of Holders Clause in Contracts

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without From time to time, when authorized by a resolution of the Board of Directors, the Company and the Trustee, without notice to or the consent of any Holders, Holders of the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to timeDebentures, may enter into one amend or more indentures supplemental hereto, for any of the following purposessupplement this Indenture: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;Debentures; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities Debentures (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; provided, however, that in respect of any such additional covenant, or restriction or condition on the Company, such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such default or may limit the remedies available to the Trustee upon such default; or (3c) to add any additional Events of Default with respect to all or any series of Debentures (as shall be specified in such supplemental indenture); or (d) to change or eliminate any of the provisions of this Indenture Indenture, provided, that any such change or elimination shall become effective only when there is no Debenture outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; or (4e) to establish the form or terms of Securities Debentures of any series as permitted by Sections Section 2.01 and 3.01;or, in lieu of any such supplemental indenture, the Company may provide the Trustee with an Officers' Certificate with respect to the form or terms of such Debentures; or (5f) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Debentures of one or more series series, and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);; or (6g) to (i) cure any ambiguity, (ii) to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or (iii) to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and Indenture, which shall not adversely affect the interest interests of the Holders of Securities Debentures of any series then outstanding in any material respect;; or (7h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, Debentures as herein set forth;; or (8) i) to add any additional Events maintain qualification of Default for this Indenture under the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);TIA; or (9j) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, Debentures provided that any such addition, change or elimination (i) action shall neither (A) apply to any Security not adversely affect the interests of any series issued prior to the execution Holder of a Debenture of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of series or any such pre-existing series of other Debenture in any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmaterial respect.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the The Company, when authorized by resolutions of the Board Resolutionsof Directors, and the Trustee, Trustee may from time to time and at any time and from time to time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, for any of the following purposes: (1a) to make provisions with respect to the conversion rights of the Holders of Notes pursuant to the requirements of Section 15.6 or the repurchase obligations of the Company pursuant to the requirements of Section 16.5; (b) subject to Article IV, to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Notes, any property or assets; (c) to evidence the succession of another Person corporation to the Company, or successive successions, and the assumption by any such the successor corporation of the covenants covenants, agreements and obligations of the Company herein and in the Securitiespursuant to Article XII; (2d) to add to the covenants of the Company such further covenants, restrictions or conditions as the Board of Directors and the Trustee shall consider to be for the benefit of the Holders of Notes, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions or conditions a default or an Event of Default permitting the enforcement of all or any series of Securities the several remedies provided in this Indenture as herein set forth provided, however, that in respect of any such additional covenant, restriction or conditions such supplemental indenture may provide for a particular period of grace after default (and if such covenants are to which period may be for shorter or longer than that allowed in the benefit case of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriesother defaults) or may provide for an immediate enforcement upon such default or may limit the remedies available to surrender any right or power herein conferred the Trustee upon the Companysuch default; (3e) to add to or change any of provide for the provisions of issuance under this Indenture of Notes in coupon form (including Notes registrable as to principal only) and to provide for exchangeability of such extent as shall be necessary Notes with the Notes issued hereunder in fully registered form and to permit or facilitate the issuance of Securities in uncertificated formmake all appropriate changes for such purpose; (4f) to establish cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may be defective or inconsistent with any other provisions contained herein or in any supplemental indenture, or to make such other provisions in regard to matters or questions arising under this Indenture which shall not materially adversely affect the form or terms interests of Securities of any series as permitted by Sections 2.01 and 3.01the Holders; (5g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Notes; or (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9h) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform effect the obligations qualification of this Indenture under the Trust Indenture Act, or under any similar federal statue hereafter enacted. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 11.1 may be executed by the Company and the Trustee under this Indenture to without the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations consent of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toany of the Notes at the time outstanding, change or eliminate notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSection 11.2.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in uncertificated global form;; or (45) to amend or supplement any provision contained herein or in any supplemental indenture (which amendment or supplement may apply to one or more series of Securities or to one or more Securities within any series as specified in such supplemental indenture), provided that such amendment or supplement does not apply to any Outstanding Security issued prior to the date of such supplemental indenture and entitled to the benefits of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);6.11; or (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder;[intentionally omitted]; or (10) if allowed without penalty under applicable laws and regulations, to make provisions with respect to permit payment in the conversion rights United States of Holders of Convertible Securitiesprincipal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (11) to add tocure or reform any ambiguity, change defect, omission, mistake, manifest error or eliminate inconsistency or to conform this Indenture or the Securities of a series to any provision of the provisions description thereof set forth in the final prospectus, offering memorandum or other offering document, as supplemented as of the time of sale, under which such Securities were sold; or (12) to make any other change that does not adversely affect the rights of any Holder; or (13) to make any change to comply with the Trust Indenture Act of 1939 or any amendment thereof, or any requirement of the Securities and Exchange Commission in connection with the qualification of this Indenture in respect to one under the Trust Indenture Act of 1939 or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingamendment thereof.

Supplemental Indentures Without Consent of Holders. Without The Issuer and the Trustee may amend the Indenture or the Securities or enter into an indenture supplemental hereto without notice to or the consent of any Holders, Holder to (a) establish the Company, when authorized by Board Resolutions, and the Trustee, at form or forms of Securities of any time and from time series; (b) provide for uncertificated Securities of any series in addition to time, may enter into one or more indentures supplemental hereto, for any in place of certificated Securities of the following purposes:applicable series; (1c) to evidence the succession of another Person to the Company, and provide for the assumption by any such a successor corporation, partnership, trust or limited liability company of the covenants Issuer’s obligations to the Holders of the Company herein and Securities of any series, in each case in compliance with the Securitiesapplicable provisions of the Indenture; (2d) to add to the covenants or Events of the Company Default for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyIssuer under the Indenture; (3e) evidence and provide for the acceptance of appointment by a successor Trustee; (f) cure ambiguities, defects or inconsistencies; (g) secure the Securities of any series; (h) provide for or add guarantors with respect to add to or change the Securities of any series; (i) comply with any requirement of the provisions Commission in connection with the qualification of this the Indenture under the Trust Indenture Act; (j) increase the applicable conversion rate in the case of convertible Securities, provided such increase is in accordance with the terms of the Indenture or will not adversely affect the interests of Holders of such Securities; (k) conform any provision in the Indenture or the terms of the Securities of any series to the prospectus, offering memorandum, offering circular or any other document pursuant to which the Securities of such series were offered, including any applicable supplement thereto or term sheet setting forth the final terms of such Securities; (l) supplement any provision of the Indenture to such extent as shall be necessary to permit or facilitate the issuance discharge of Securities in uncertificated form;the Securities; provided that such change or modification does not adversely affect the interests of the Holders of the Securities; or (4m) make any other change that would not reasonably be expected to establish adversely affect the form or terms of Securities rights of any series as permitted Holder in any material respect. The Trustee is hereby authorized to join with the Issuer in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amendment or supplemental indenture which affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any amendment or supplemental indenture authorized by Sections 2.01 the provisions of this section may be executed without notice to and 3.01; (5) to evidence and provide for without the acceptance consent of appointment hereunder by a successor Trustee with respect to the Holders of any of the Securities of one or more series and to add to or change at the time Outstanding, notwithstanding any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding7.02.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons, or to facilitate the issuance of Securities in global form; or (45) to add to, change or eliminate any of the provisions of this Indenture, provided that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.2; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.10; or (69) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to cure any ambiguity or correct any mistake or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: : (1) to secure the Securities pursuant to the requirements of Section 1006 or otherwise; or (2) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; ; or (23) to add to the covenants of the Company or the Events of Default for the benefit of the Holders of all or any series of Securities (and if such covenants or Events of Default are to be for the benefit of less than all series of Securities, stating that such covenants or Events of Default, as the case may be, are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; or (34) to add to to, change or change eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, however, that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit the benefit of such provision; or facilitate the issuance of Securities in uncertificated form; (45) to establish the form or terms of Securities securities of any series as permitted by Sections 2.01 201 and 3.01; 301; or (56) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, to comply with any applicable mandatory provisions of law or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this Clause (6) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct 611; or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform effect the obligations qualification of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to under the Trust Indenture Act or under any similar federal statute hereafter enacted subsequently enacted, and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of to this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to other provisions as may be expressly required under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act. Section 902.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the CompanyObligor, when authorized by Board Resolutions, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof), in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the CompanyObligor or the Guarantor, or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in Obligor or the Securities;Guarantor pursuant to Article Seven hereof; or (2) to add to the covenants of the Company Obligor or the Guarantor such further covenants, restrictions or conditions for the benefit protection of the Holders of all or any series of Securities (the Notes as the Obligor, the Guarantor and if such covenants are the Trustee shall consider to be for the benefit protection of less than all series the Holders of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon the Company;Obligor or the Guarantor; or (3) to add to evidence the surrender of any right or change any power of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formObligor; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any defect or ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of provided that such action pursuant to this Indenture and which Subsection (4) shall not adversely affect effect the interest interests of the Holders in any respect; or (5) to add to this Indenture such provisions as may be expressly permitted by the TIA as in effect at the date as of which this instrument is executed or any corresponding provision in any similar federal statute hereafter enacted; or (6) to add to the rights of the Holders of Securities of any series in any material respect;the Notes; or (7) to add to, delete from or revise evidence and provide for the conditions, limitations and restrictions on the authorized amount, terms or purposes acceptance of issue, authentication and delivery of Securities, appointment by another corporation as herein set forth;a successor Trustee hereunder; or (8) to add any additional Events of Default in respect of the Notes. No supplemental indenture for the benefit purposes identified in Subsection (2), (3), (5) or (7) above may be entered into if to do so would adversely affect the interest of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, PROVIDED that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (69) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change guarantees with respect to any or eliminate any all of the provisions of this Indenture in respect to one or more series of Securities; providedor (12) to provide for uncertificated Securities in addition to or in place of certificated Securities (PROVIDED that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the Company, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 9.03, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or Coupons, the Company, when authorized by or pursuant to a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only -------- when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01301; (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)611; (69) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which Indenture, provided such action shall not be inconsistent with the provisions of this Indenture and which shall not -------- adversely affect the interest interests of the Holders of Securities of any series or any Coupons appertaining thereto in any material respect; (710) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act or under any similar federal statute hereafter enacted and to add to this Indenture such other provisions as may be expressly required under the Trust Indenture Act; (11) to add to or change any of the provisions of this Indenture to provide that Bearer Securities may be registrable as to principal, to change or eliminate any restrictions on the payment of principal of, any premium or interest on or any Additional Amounts with respect to Securities, to permit Registered Securities to be exchanged for Bearer Securities, to permit Bearer Securities to be exchanged for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form, provided any such action shall not adversely affect the interests of the Holders of Securities of any series or any Coupons appertaining thereto in any material respect; (12) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (913) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Securities pursuant to Article Thirteen; provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of a Security of such series and any Coupons appertaining thereto or under any similar federal statute hereafter enacted and rules other Security or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesCoupon in any material respect; or (1114) to add toamend or supplement any provision contained herein or in any supplemental indenture, change provided that no such amendment or eliminate any supplement shall materially adversely affect the interests of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Holders of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSecurities then Outstanding.

Supplemental Indentures Without Consent of Holders. Without the written consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental heretohereto to undertake clarifications and certain other changes that would not adversely affect Holders in any material respect, for any of the following purposesincluding changes: (1a) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities; (2b) to add to the covenants of the Company such new covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3c) to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions pursuant to Section 9.1(2) an Event of Default; (d) to modify, eliminate or add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate effect the issuance qualification of Securities the indenture under the Trust Indenture Act, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act, excluding however, the provisions referred to in uncertificated formSection 316(a)(2) of the Trust Indenture Act; (4e) to establish cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provisions herein or in any supplemental indenture or to conform the form or terms of Securities of any series the Indenture or the Notes to the terms thereof as permitted previously disclosed by Sections 2.01 and 3.01the Company; (5f) to secure the Securities; (g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6h) to cure establish the form or terms of Securities of any ambiguityseries as permitted by Sections 2.1 and 3.1, to correct or supplement including any provision herein which may be defective or inconsistent with any other provision herein, or subordination provisions; or (i) to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons, or to facilitate the issuance of Securities in global form; or (45) to add to, change or eliminate any of the provisions of this Indenture, provided that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.2; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.10; or (69) to cure any ambiguity, make provision with respect to the conversion rights of Holders pursuant to the requirements of Section 12.11; or (10) to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) , or to add to, delete from cure any ambiguity or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add correct any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmistake.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may amend or modify this Indenture or the Securities of any series or enter into one or more indentures supplemental hereto, hereto for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the any series of Securities;; or (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesseries, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company under this Indenture; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iii) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one any series or more series and to add to or change any of provision to the provisions of this Indenture as shall be extent necessary to provide appoint a separate Trustee for or facilitate the administration a specific series of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Securities; or (6iv) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided, that such action pursuant to this clause (iv) shall not adversely affect the interest rights of the Holders of Securities of any series Security in any material respect;; or (7v) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities series; or (and if such additional Events of Default are vi) to be provide for any guarantee for the benefit of less than all series the Holders of Securitiesthe Securities of any series, stating that such additional Events of Default are expressly being included solely to convey, transfer, assign, mortgage or pledge to the Trustee as security for the benefit Securities of any series any property or assets or to confirm and evidence the release, termination or discharge of any such series);guarantee or security for the Securities of any series when such release, termination or discharge is permitted by the Indenture; or (9vii) to modify, eliminate or add to the provisions supplement any provision of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance or discharge of any series of Securities; provided, that such change or modification does not adversely affect the interests of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securitiesany Security; or (11viii) to add toadd, change or eliminate any of the provisions provision of this Indenture in respect applying to one or more series of Securities; provided, however, that the Company deems such action necessary or advisable and that such action does not adversely affect the interests of any such additionHolder of any series of Securities in any material respect; or (ix) to add, change or elimination eliminate any provision of this Indenture to comply with the Trust Indenture Act, or (ix) shall neither (A) apply to any Security provide for the issuance of additional debt securities of any series issued ranking equally with the Securities (other than the payment of interest accruing prior to the execution issue date of such supplemental indenture and entitled to further debt securities or except for the benefit first payment of interest following the issue date of such further debt securities); or (xi) to conform the text of this Indenture or the Securities to any provision nor (B) modify the rights of the Holder “Description of Notes” section or equivalent section of any such pre-existing series of prospectus, prospectus supplement, offering memorandum, offering circular or any Security with respect other document pursuant to which the application Securities of such provision Series were offered; or (xii) to such pre-existing series provide for uncertificated Securities in addition to or in place of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingcertificated Securities.

Supplemental Indentures Without Consent of Holders. Without -------------------------------------------------- the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated global form;; or (45) to add to, change or eliminate any of the provisions of this Indenture; provided, however, that any such addition, change or elimination -------- ------- shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.11; (69) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided, however, such action shall not adversely affect the interest -------- ------- interests of the Holders of Securities of any series in any material respect;; or to cure any ambiguity or correct any mistake; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (910) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform effect the obligations qualification of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to under the Trust Indenture Act or under any similar federal Federal statute hereafter enacted subsequently enacted, and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of to this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to other provisions as may be expressly required under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the Company, when authorized by Board Resolutions, Obligor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof), in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person Entity to the CompanyObligor or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities;Obligor pursuant to Article VII; or (2) to add to the covenants of the Company Obligor such further covenants, restrictions or conditions for the benefit protection of the Holders of all or any series the Notes as the Obligor and the Trustee shall consider to be for the protection of Securities the Holders of the Notes (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Obligor; or (3) to add to evidence the surrender of any right or change any power of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formObligor; (4) to establish the form cure any defect or terms of Securities of ambiguity, to correct or supplement any series as permitted by Sections 2.01 and 3.01;provision herein which may be inconsistent with any other provision herein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture; or (5) to add to this Indenture such provisions as may be expressly permitted by the TIA as in effect at the date as of which this instrument is executed or any corresponding provision in any similar federal statute hereafter enacted; or (6) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect;5.11. (7) to add to, delete from or revise to the conditions, limitations and restrictions on rights of the authorized amount, terms or purposes Holders of issue, authentication and delivery of Securities, as herein set forththe Notes; (8) to provide for the issuance of and establish the form or forms and terms and conditions of Notes of any series as permitted by this Indenture; or (9) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities Notes (and if such additional Events of Default are to be for the benefit of less than all series of SecuritiesNotes, stating that such additional Events of Default are expressly being included solely for the benefit of such series); . No supplemental indenture for the purposes identified in clause (2), (3), (4) (7) or (9) above may be entered into if to modify, eliminate or add to do so would adversely affect the interest of the Holders of Notes. Any such supplemental indenture authorized by the provisions of this Indenture to such extent as shall Section 8.01 may be necessary to conform executed without the obligations consent of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under Holders of any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to Notes at the conversion rights of Holders of Convertible Securities; or (11) to add totime outstanding, change or eliminate notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSection 8.02.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of the Holders of any Holders, Secured Debt or Subordinated Securities (except any consent explicitly required below) (but with the Company, when authorized by Board Resolutions, written consent of the Collateral Manager) and the Trustee, at any time and from time to time, subject to Section 8.3, and without regard to whether any Class would be materially and adversely affected thereby, the Issuers and the Collateral Trustee may enter into one or more indentures supplemental hereto, in form satisfactory to the Collateral Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Issuer or the Co-Issuer and the assumption by any such successor Person of the covenants of the Company herein Issuer or the Co-Issuer herein, in the Credit Agreement and in the Secured Debt and Subordinated Securities; (2ii) to add to the covenants of the Company Issuers or the Collateral Trustee for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanySecured Parties; (3iii) to convey, transfer, assign, mortgage or pledge any property to or with the Collateral Trustee or add to the conditions, limitations or change any restrictions on the authorized amount, terms and purposes of the provisions issue, authentication and delivery of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formSecured Debt and Subordinated Securities; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iv) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)Sections 6.9, 6.10 and 6.12 hereof; (6v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to better assure, convey and confirm unto the Collateral Trustee any property subject or required to be subjected to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations, whether pursuant to Section 7.5 or otherwise) or to subject to the lien of this Indenture any additional property; (vi) to modify the restrictions on and procedures for resales and other transfers of Secured Debt or Subordinated Securities to reflect any changes in ERISA or other applicable law or regulation (or the interpretation thereof) or to enable the Issuers to rely upon any exemption from registration under the Securities Act or the 1940 Act or otherwise comply with any applicable securities law; (vii) to remove restrictions on resale and transfer of Secured Debt and Subordinated Securities to the extent not required under clause (vi) above; (viii) to facilitate (A) the listing of any of the Notes on any non-U.S. exchange, (B) compliance with the guidelines of such exchange, or (C) if so listed, the de-listing of any of the Notes from such exchange if the Collateral Manager determines that the costs and burdens of maintaining such listing are excessive; (ix) to correct any inconsistent or defective provisions herein or to cure any ambiguity, to correct omission or supplement any provision herein which may be defective or inconsistent with any other provision errors herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7x) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to conform the provisions of this Indenture to the Offering Circular; (xi) to take any action necessary or advisable to prevent the Issuer or the Co-Issuer from becoming subject to (or to otherwise minimize) withholding or other taxes, fees or assessments, including by achieving Tax Account Reporting Rules Compliance, or to reduce the risk that the Issuer may be treated as a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or otherwise subject to U.S. federal, state or local tax on a net income basis; (A) with the consent of the Collateral Manager, the Retention Holder and a Majority of the Subordinated Securities (and, solely with respect to an issuance or incurrence of additional Secured Debt, the consent of a Majority of the Controlling Class (such extent consent not to be unreasonably withheld or delayed)), to make such changes as shall be necessary to conform permit the obligations Issuer or the Issuers, as applicable, to issue additional notes of any one or more existing Classes or Junior Mezzanine Debt or Subordinated Securities in accordance with this Indenture or (B) at the direction of a Majority of the Company Subordinated Securities, to permit the Issuer or the Issuers, as applicable, to issue replacement securities in connection with a Refinancing or to reduce the Interest Rate of a Class of Re-Pricing Eligible Debt in connection with a Re-Pricing, in each case in accordance with this Indenture; provided that, for the avoidance of doubt, the supplemental indenture executed in connection therewith shall only effect such additional issuance, Re-Pricing or Refinancing, as applicable, and shall not modify any other provisions of this Indenture; (xiii) to modify the Trustee under procedures herein relating to compliance with Rule 17g-5; (xiv) to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by the Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination) relating to collateral debt obligations in general published or otherwise communicated by the Rating Agency; provided that, consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, delayed or conditioned); (xv) following receipt by the Issuer of written advice of counsel with a national reputation and experienced in such matters (which may be via e-mail), to amend, modify or otherwise accommodate changes to this Indenture to comply with any statute, rule or regulation enacted by regulatory agencies of the obligations imposed on such Persons hereunder pursuant United States federal government, or by any Member State of the European Economic Area or otherwise under European law, after the Closing Date that are applicable to the Trust Issuers, the Secured Debt or Subordinated Securities or the transactions contemplated by this Indenture or the Offering Circular, including, without limitation, the EU Risk Retention Requirements, U.S. Risk Retention Rules, securities laws or the ▇▇▇▇-▇▇▇▇▇ Act and all rules, regulations, and technical or under interpretive guidance thereunder, or any similar federal statute hereafter enacted and rules amendment in relation to the ▇▇▇▇▇▇▇ Rule; provided that any amendment in relation to the ▇▇▇▇▇▇▇ Rule shall require the consent of each holder of Secured Debt or regulations of Subordinated Securities that notifies the Commission thereunderIssuer that it is adversely affected thereby; (10xvi) to make provisions with respect amend the name of the Issuer or the Co-Issuer; (A) to modify or amend any component of the Collateral Quality Test and the definitions related thereto which affect the calculation thereof or (B) to modify the definition of “Credit Improved Obligation”, “Credit Risk Obligation”, “Defaulted Obligation” or “Equity Security,” the restrictions on the sales of Collateral Obligations set forth herein or the Investment Criteria set forth herein (other than the calculation of the Concentration Limitations and the Collateral Quality Test), in each case under the foregoing clauses (A) and (B), that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class; (xviii) to facilitate the issuance of participation notes, combination notes, composite securities, and other similar securities by the Issuer or the Issuers, as applicable, provided that any such issuance will not cause the Issuer to be treated as a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes; (xix) to modify any provision to facilitate an exchange of one Note for another Note that has substantially identical terms except transfer restrictions (other than transfer restrictions relating to the conversion rights treatment of Holders the Issuer as a publicly traded partnership for U.S. federal income tax purposes), including to effect any serial designation relating to the exchange; (xx) to evidence any waiver or modification by the Rating Agency as to any material requirement or condition, as applicable, of Convertible Securitiesthe Rating Agency set forth herein; provided, that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, delayed or conditioned); (xxi) to accommodate the settlement of the Notes in book-entry form through the facilities of DTC or otherwise; (xxii) to change the date within the month on which reports are required to be delivered hereunder; or (11xxiii) to add toenter into any additional agreements not expressly prohibited by this Indenture if the Issuer determines that such agreement would not, upon or after becoming effective, materially and adversely affect the rights and interests of the Holders of any Class of Secured Debt or Subordinated Securities; provided that (x) any such additional agreements include customary limited recourse and non-petition provisions and (y) consent to such supplemental indenture has been obtained from a Majority of the Controlling Class and a Majority of the Subordinated Securities (such consents not to be unreasonably withheld, delayed or conditioned); (xxiv) in each case, as determined by the Collateral Manager in its reasonable discretion, following (i) a material disruption to LIBOR, a change in the methodology of calculating LIBOR or eliminate LIBOR ceasing to exist or be reported or actively updated on the Reuters Screen or any equivalent reporting service (or the reasonable expectation of the Collateral Manager that any of the events specified in this clause (i) will occur within the current or next succeeding Interest Accrual Period), or (ii) any date on which at least 50% (by principal amount) of the Collateral Obligations are Floating Rate Obligations that are monthly and/or quarterly pay and rely on reference or base rates other than LIBOR (in the case of this clause (ii), as determined as of the Determination Date immediately prior to the date on which a Base Rate Amendment is proposed under this Indenture) (each a “LIBOR Event”), the Collateral Manager shall (unless LIBOR is otherwise amended pursuant the definition of “LIBOR”), upon written notice to the Issuer and the Collateral Trustee, propose an alternative quarterly base rate, which shall include a Base Rate Modifier, to replace LIBOR as the base rate used to calculate the Interest Rate on the Floating Rate Debt (such alternative base rate, including the Base Rate Modifier, the “Alternative Base Rate”) and promptly upon receipt of such notice, the Issuer (or the Collateral Manager on its behalf) shall prepare a supplemental indenture which by its terms (x) changes the base rate used to calculate the Interest Rate on the Floating Rate Debt from LIBOR to the Alternative Base Rate, (y) expressly provides that at no time will the Alternative Base Rate be less than 0.0% per annum and (z) makes such other amendments as are necessary or advisable in the reasonable judgment of the Collateral Manager to facilitate the change to the Alternative Base Rate (a “Base Rate Amendment”); provided that (subject to the notice provisions of Section 8.3) such Base Rate Amendment may be executed (x) without the consent of the Holders of any of the Secured Debt or Subordinated Securities if such Alternative Base Rate is the Designated Base Rate or a Market Replacement Rate or (y) with the consent of a Majority of the Controlling Class (but without the consent of any other Holders of the Secured Debt or Subordinated Securities) if such Alternative Base Rate is any other alternative base rate; provided, further, that any Alternative Base Rate may be further amended in accordance with the foregoing procedures to a Designated Base Rate, Market Replacement Rate or other alternative base rate if in the reasonable judgment of the Collateral Manager such additional amendment is necessary or advisable; or (xxv) to amend, modify or otherwise change the provisions of this Indenture in respect so that (1) the Issuer is not a “covered fund” under the ▇▇▇▇▇▇▇ Rule, (2) the Secured Debt is not considered to one constitute “ownership interests” under the ▇▇▇▇▇▇▇ Rule or more series of Securities; provided, however, that any such addition, change or elimination (i3) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights ownership of the Holder of any such pre-existing series of any Security with respect to Secured Debt will otherwise be exempt from the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding▇▇▇▇▇▇▇ Rule.

Supplemental Indentures Without Consent of Holders. Without The following provisions relating to supplemental indentures shall apply with respect to the consent Notes (notwithstanding Section 14.01 of any Holdersthe Base Indenture, which shall be deemed amended and restated, and superseded, by the Company, following): The Company (when authorized by a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any one or more of or all the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants and agreements of the Company to be observed thereafter and during the period, if any, in such supplemental indenture or indentures expressed, and to add Events of Defaults, in each case for the protection or benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (32) to add to or change any of the provisions of this Indenture to change or eliminate any restrictions on the payment of principal of, or premium, if any, on the Notes; provided that any such extent as action shall be necessary not adversely affect the interests of the Holders in any material respect, or to permit or facilitate the issuance issue of Securities the Notes in uncertificated form; (43) to establish evidence the form succession of another corporation to the Company, or terms successive successions, and the assumption by such successor of Securities the covenants and obligations of the Company contained in the Notes and in this Indenture or any series as permitted by Sections 2.01 and 3.01supplemental indenture; (54) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee trustee with respect to the Securities of one or more series Notes and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)11.06(c) of the Base Indenture; (5) to secure the Notes; (6) to evidence any changes to this Indenture pursuant to Sections 11.05, 11.06 or 11.07 of the Base Indenture as permitted by the terms thereof; (7) to cure any ambiguity, ambiguity or to correct or supplement any provision contained herein or in any indenture supplemental hereto which may be defective or inconsistent with any other provision hereincontained herein or in any supplemental indenture; (8) to comply with the requirements of the Trust Indenture Act or the rules and regulations of the SEC thereunder in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act, as contemplated by this Indenture or otherwise; (9) to add guarantors or co-obligors with respect to the Notes; (10) to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with change in the provisions of this Indenture and which shall Notes that does not adversely affect the interest of the Holders of Securities of any series in any material respectrespect the interests of the Holders; provided that no such change shall be deemed to adversely effect the Holders if such change is made to conform the terms of the Notes to the terms described in the Prospectus Supplement; (711) to prohibit the authentication and delivery of additional series of Notes; or (12) to establish the form and terms of the Notes as permitted in this Indenture or to authorize the issuance of additional debt securities previously authorized or to add to, delete from or revise to the conditions, limitations and or restrictions on the authorized amount, terms or purposes of issue, authentication and or delivery of Securitiesthe Notes, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all forth in this Indenture, or any series of Securities (and if such additional Events of Default are other conditions, limitations or restrictions thereafter to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingobserved.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (57) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (6) 8) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (9) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit series. Upon request of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of SecuritiesCompany, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 9.03, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or any Guarantor hereunder, under any indenture supplemental hereto or under any series of Securities; (2) to evidence the succession of another Person to the Company or any Guarantor, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company or such Guarantor pursuant to Article VIII; (3) to add to or change any additional Events of Default for the benefit of the provisions Holders of this Indenture to such extent as shall be necessary to permit all or facilitate the issuance any series of Securities in uncertificated form(and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01add new Guarantors; (5) to provide for the release of any Guarantor in accordance with this Indenture; (6) to secure the Securities; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;6.11; or (8) to add any additional Events of Default provide for the benefit issuance of the Holders additional Securities of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (10) to comply with the rules of any applicable Depositary; (11) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations issuance of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunderSecurities in uncertificated form; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (1112) to add to, change or eliminate any of the provisions of this Indenture in respect to of one or more series of Securities; provided, however, provided that any such addition, change or elimination (iA) shall neither (Ai) apply to any Security of any series issued created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (Bii) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (iiB) shall become effective only when there is no Security described in clause (i) Outstanding; (13) to cure any ambiguity, to correct or supplement any provision of this Indenture or in any supplemental indenture which may be defective or inconsistent with any other provision herein or in any supplemental indenture; (14) to change any other provision contained in the Securities of any series or under this Indenture; provided that such pre-existing action pursuant to this clause (14) shall not adversely affect the rights of the Holders of Securities of any series in any material respect; and (15) to conform the text of a Security outstandingthis Indenture, the Securities or any supplemental indenture to any provision of the “Description of the Notes” or similarly captioned section of any prospectus or prospectus supplement, offering memorandum, offering circular or similar offering document relating to Securities of such series.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities pursuant to the requirements of Section 1005 or otherwise; or (7) to establish for the issuance of and establish the form or terms and conditions of Securities of any series as permitted by Sections 2.01 Section 301, and 3.01;to establish the form of any certificates required to be furnished pursuant to the terms of this Indenture or any series of Securities; or 901, 902 (58) to provide for uncertificated Securities in addition to or in place of certificated Securities; or (9) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b611(b);; or (610) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to make any amendment required by Section 608(i) or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) . The Trustee shall give notice to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series Securities of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under affected by any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to as provided in Section 106. Such notice shall describe the benefit of changes effected by such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingsupplemental indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory, to the Trustee, for any of the following purposesfollowing: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the SecuritiesSecurities contained; (2) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or to surrender any right or power herein conferred upon the Company; (3) to establish the form or terms of Securities of any series as permitted by Sections 2.01 or 3.01; (4) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (35) to add any additional Events of Default; (6) to change or change eliminate any of the provisions of this Indenture Indenture; provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated formsuch provision; (47) to establish cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture; provided that such action pursuant to this clause (7) shall not materially adversely affect the form or terms interest of the Holders of Securities of any series or, in the case of the Securities of a series issued to a U.S.B.H. Capital Trust and for so long as permitted by Sections 2.01 and 3.01any of the corresponding series of Capital Securities shall remain outstanding, the holders of such Capital Securities; (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9) to modify, eliminate comply with the requirements of the Commission in order to effect or add to maintain the provisions qualification of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingAct.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (69) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change guarantees with respect to any or eliminate any all of the provisions of this Indenture in respect to one or more series of Securities; providedor (12) to provide for uncertificated Securities in addition to or in place of certificated Securities (provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the Company, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 9.03, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution of the Company, the Subsidiary Guarantors, when authorized by respective Board Resolutions of the Subsidiary Guarantors, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (45) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such Security with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (57) to comply with Section 8.01 and 8.02; (8) to provide for uncertificated Securities in addition to or in place of certificated Securities; (9) to secure the Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.08; (611) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of Indenture, provided that such action pursuant to this Indenture and which clause (12) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (713) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;new Subsidiary Guarantors pursuant to Section 13.05; or (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (914) to modify, eliminate or add to the provisions conform any provision of this Indenture to such extent as shall be necessary the "Description of Debt Securities" contained in the Prospectus or any similar provision contained in any supplement to conform the obligations Prospectus relating to an offering of the Company and the Trustee debt securities under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingIndenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Notes or Coupons, the Company, Company (when authorized by or pursuant to a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;Notes; or (2) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities Notes (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Notes may be registrable as shall to principal, to change or eliminate any restrictions on the payment of principal of, any premium or interest on, Notes, to permit Notes to be necessary exchanged for Notes of other authorized denominations or to permit or facilitate the issuance of Securities Notes in uncertificated form;, provided any such action shall not adversely affect the interests of the Holders of Outstanding Notes of any series or any Coupons appertaining thereto in any material respect; or (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.9; or (65) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which Indenture, provided that no such action pursuant to this clause (5) shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest interests of the Holders of Securities Notes of any series then Outstanding or any Coupons appertaining thereto in any material respect;; or (6) to establish the form or terms of Notes of any series and any related Coupons as permitted by Sections 2.1 and 3.1, including the provisions and procedures relating to Notes convertible into or exchangeable for any securities of any Person (including the Company); or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities Notes (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture);; or (9) 8) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Notes pursuant to Article 4, provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of an Outstanding Note of such series and any Coupons appertaining thereto or under any similar federal statute hereafter enacted and rules other Outstanding Note or regulations of Coupon in any material respect; or (9) to secure payment on the Commission thereunder;Notes pursuant to Section 10.4 or otherwise; or (10) to make provisions with respect to amend or supplement any provision contained herein or in any supplemental indenture, provided that no such amendment or supplement shall materially adversely affect the conversion rights interests of the Holders of Convertible Securitiesany Notes then Outstanding and any Coupons appertaining thereto; or (11) to add tocomply with the clearing system requirements of Euroclear and Clearstream, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; providedas appropriate, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to Notes that are issued in the application form of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingGlobal Notes.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, either Issuer and the assumption by any such successor of the covenants of the Company such Issuer herein and in the SecuritiesNotes; (2) to add to the covenants of the Company Issuers for the benefit of the Holders of all or any series of Securities Notes (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyIssuers; (3) to add any additional Events of Default for the benefit of the Holders of all or any series of Notes (and if such additional Events of Default are to be for the benefit of less than all series of Notes, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Notes in uncertificated form; (45) to establish secure the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01Notes; (56) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, Trustee pursuant to the requirements of Section 6.10(b)7.11; (67) to add guarantees with respect to the Notes; (8) to comply with the provisions of any clearing agency, clearing corporation or clearing system, the Trustee or the Registrar with respect to the provisions of this Indenture or the Notes relating to transfers and exchanges of Notes; (9) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act; or (10) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of Indenture; provided that such action pursuant to this Indenture and which clause (10) shall not adversely affect the interest interests of the Holders of Securities Notes of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the written consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental heretohereto to undertake clarifications and certain other changes that would not adversely affect Holders in any material respect, for any of the following purposesincluding changes: (1a) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities; (2b) to add to the covenants of the Company such new covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3c) to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions pursuant to Section 9.1(2) an Event of Default; (d) to modify, eliminate or add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate effect the issuance qualification of Securities the indenture under the Trust Indenture Act, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act, excluding however, the provisions referred to in uncertificated formSection 316(a)(2) of the Trust Indenture Act; (4e) to establish the form cure any ambiguity, to correct or terms of Securities of supplement any series as permitted by Sections 2.01 and 3.01provision herein or in any supplemental indenture which may be defective or inconsistent with any other provisions herein or in any supplemental indenture; (5f) to secure the Securities; (g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6h) to cure establish the form or terms of Securities of any ambiguityseries as permitted by Sections 2.1 and 3.1, to correct or supplement including any provision herein which may be defective or inconsistent with any other provision herein, or subordination provisions; or (i) to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the CompanyObligor, when authorized by Board Resolutions, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof), in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person Entity to the CompanyObligor or the Guarantor, or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in Obligor or the Securities;Guarantor pursuant to Article VII; or (2) to add to the covenants of the Company Obligor or the Guarantor such further covenants, restrictions or conditions for the benefit protection of the Holders of all or any series the Notes as the Obligor, the Guarantor and the Trustee shall consider to be for the protection of Securities the Holders of the Notes (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;); or (3) to add to evidence the surrender of any right or change any power of the provisions of this Indenture to such extent as shall be necessary to permit Obligor or facilitate the issuance of Securities in uncertificated form;Guarantor; or (4) to establish the form cure any defect or terms of Securities of ambiguity, to correct or supplement any series as permitted by Sections 2.01 and 3.01;provision herein which may be inconsistent with any other provision herein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture; or (5) to add to this Indenture such provisions as may be expressly permitted by the TIA as in effect at the date as of which this instrument is executed or any corresponding provision in any similar federal statute hereafter enacted; or (6) to comply with any requirements of the Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the TIA; or (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);5.11; or (6) 8) to cure any ambiguity, add to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest rights of the Holders of Securities the Notes; or (9) to provide for the issuance of and establish the form or forms and terms and conditions of Notes of any series in any material respect;as permitted by this Indenture; or (710) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities Notes (and if such additional Events of Default are to be for the benefit of less than all series of SecuritiesNotes, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toconform this Indenture to the section entitled “Description of Debt Securities” in the prospectus of the Obligor dated March 24, change 2006 filed with the Commission or eliminate the section entitled “Description of Guarantees of Debt Securities” in the prospectus of the Guarantor dated October 15, 2008 filed with the Commission, or the section entitled “Description of the Notes and the Guarantee” in the prospectus supplement to such prospectuses dated October 21, 2008 filed with the Commission, or any corresponding section of such prospectuses or prospectus supplements pursuant to which any additional series of Notes is issued under this Indenture, except as restricted under the TIA. No supplemental indenture for the purposes identified in clause (2), (3), (4), (8) or (10) above may be entered into if to do so would adversely affect the interest of the Holders of Notes. Any such supplemental indenture authorized by the provisions of this Section 8.01 may be executed without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSection 8.02.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the Company, when authorized by Board Resolutions, Obligor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof), in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person Entity to the CompanyObligor or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities;Obligor pursuant to Article VII; or (2) to add to the covenants of the Company Obligor such further covenants, restrictions or conditions for the benefit protection of the Holders of all or any series of Securities (the Notes as the Obligor and if such covenants are the Trustee shall consider to be for the benefit protection of less than all series the Holders of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon the Company;Obligor; or (3) to add to evidence the surrender of any right or change any power of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formObligor; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any defect or ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of Indenture; or (5) to add to this Indenture and such provisions as may be expressly permitted by the TIA as in effect at the date as of which shall not adversely affect the interest of the Holders of Securities of this instrument is executed or any series corresponding provision in any material respectsimilar federal statute hereafter enacted; or (6) to evidence and provide for the acceptance of appointment by another corporation as a successor Trustee hereunder; (7) to add to, delete from or revise to the conditions, limitations and restrictions on rights of the authorized amount, terms or purposes Holders of issue, authentication and delivery of Securities, as herein set forththe Notes; (8) to add any additional Events of Default for the benefit in respect of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);Notes; or (9) to modifyprovide for the issuance of the Private Exchange Notes, eliminate or add which will have terms substantially identical to the provisions Initial Notes except for the requirement of a Private Placement Legend and related transfer restrictions under the Securities Act and this Indenture and as to such extent the applicability of additional interest payable as shall provided in Section 2.11, and which will be necessary treated, together with any other Outstanding Notes, as a single class of securities. No supplemental indenture for the purposes identified in clause (2), (3), (4) (7) or (8) above may be entered into if to conform do so would adversely affect the obligations interest of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or coupons, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Securities contained; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall be necessary to principal, to change or eliminate any restrictions on the payment of principal (or premium, if any) on Registered Securities or of principal (or premium, if any) or any interest on Bearer Securities, to permit Registered Securities to be exchanged for Bearer Securities or facilitate to permit the issuance of Securities in uncertificated form;, provided any such action shall not adversely affect the interests of the Holders of Securities of any series or any related coupons in any material respect; or (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this the Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b611(b);; or (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series or any related coupons in any material respect;; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;; or (8) to add any additional Events of Default for the benefit of the Holders of all to or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture as shall be necessary or desirable to establish that Bearer Securities are issued under arrangements reasonably designed to ensure that they are sold or resold in connection with their original issuance only to a person who is not a United States Person or who is a United States Person that is a financial institution purchasing for its own account or for the account of a customer and that agrees to comply with the requirements of section 165(j)(3)(A), (B), or (C) of the Code and the regulations thereunder or any successor provisions thereto (including without limitation the procedures and other requirements necessary to satisfy the conditions set forth in section 163(f)(2)(B) of the Code), and any other requirements that must be complied with in order to avoid the disallowance of an interest deduction by the Company with respect to one interest paid on Bearer Securities or more series Coupons, the imposition of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to an excise tax on the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security Company with respect to the application of such provision to such pre-existing series of a Security Bearer Securities or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingCoupons or the disallowance from exemption from withholding tax on interest paid on the Bearer Securities or Coupons.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the CompanyCompany and the Guarantors, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto or amendments of the Subsidiary Guarantees, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the CompanyCompany or any Guarantor, and the assumption by any such successor of the covenants of the Company or such Guarantor herein and in the SecuritiesSenior Notes; (2b) to provide for uncertificated Senior Notes in addition to or in place of certificated Senior Notes (provided, that such uncertificated Senior Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Senior Notes are described in Section 163(f)(2)(B) of the Code); (c) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany hereunder and under the Senior Notes; (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6d) to cure any ambiguity, to correct or supplement any provision herein which that may be defective or inconsistent with any other provision hereinherein or in the Senior Notes, or to make any other provisions with respect to matters or questions arising under this Indenture which or under the Senior Notes that shall not be inconsistent with the provisions of this Indenture and which Indenture; provided that, in each case, such provisions shall not adversely affect the interest interests of the Holders of Securities of any series in any material respectHolders; (7e) to add toevidence, delete from or revise and provide for the conditionsacceptance of, limitations and restrictions on the authorized amount, terms or purposes appointment of issue, authentication and delivery of Securities, as herein set fortha successor Trustee hereunder; (8) f) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series)Default; (9g) to modify, eliminate provide for the issuance of Additional Notes in accordance with the limitations set forth in this Indenture; (h) to secure the Senior Notes or add a Guarantor; or (i) to comply with any requirement of the provisions SEC or state securities regulators in connection with the qualification of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules registration or regulations qualification of the Commission thereunder; (10) to make provisions with respect to Senior Notes under the conversion rights of Holders of Convertible Securities; or (11) to add to, change Securities Act or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingstate securities laws.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3iii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Securities; or (6iv) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided that such action pursuant to this clause (iv) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect;; or (7v) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders; or (vi) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities any property or assets; or (vii) to increase the Conversion Rate of the Securities; provided, however, that such increase shall be in accordance with the terms of this Indenture or shall not adversely affect the interests of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9viii) to modify, eliminate or add to the provisions supplement any provision of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations discharge of the Securities; provided that such change or modification does not adversely affect the interests of the Holders of the Securities; or (ix) to make any change or modification necessary in connection with the registration of the Securities under the Securities Act as contemplated in the Registration Rights Agreement; provided that such change or modification does not adversely affect the interests of the Holders of Securities; or (x) to add or modify any other provision herein with respect to matters or questions arising hereunder which the Company and the Trustee under this Indenture may deem necessary or desirable and which would not reasonably be expected to adversely affect the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations interests of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate Securities in any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmaterial respect.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, Company (when authorized by or pursuant to a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 Section 2.1 and 3.01;Section 3.1; or (54) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.10; or (65) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest interests of the Holders of Securities of any series then Outstanding in any material respect;; or (76) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;; or (8) 7) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture);; or (9) 8) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Securities pursuant to Article Four, provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of an Outstanding Security of such series or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder;other Security in any material respect; or (109) to make provisions with respect to the conversion or exchange rights of Holders of Convertible SecuritiesSecurities of any series; or (10) to amend or supplement any provision contained herein or in any supplemental indenture, provided that no such amendment or supplement shall materially adversely affect the interests of the Holders of any Securities then Outstanding; or (11) to add to, change or eliminate any of qualify the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the Company, when authorized by Board Resolutions, Issuer and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Issuer and the assumption by any such successor of the covenants of the Company herein Issuer under this Indenture and in the SecuritiesNotes pursuant to Article VII; (2) to add to the covenants of the Company Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon the CompanyIssuer; (3) to add any additional events of default for the benefit of Holders of the Notes; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Notes in uncertificated form; (4) , or relating to establish the form or terms transfer and legending of Securities of any series as permitted by Sections 2.01 and 3.01Notes; (5) to evidence and provide for secure the acceptance Notes or to add guarantees of appointment hereunder by the Notes; (6) to add or appoint a successor Trustee with respect or separate Trustee; (7) to the Securities of one cure any ambiguity, defect, mistake or more series and inconsistency; (8) to add to or change supplement any of the provisions of this Indenture as shall be necessary to provide for permit or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); Defeasance (6whether Legal Defeasance or Covenant Defeasance) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities Discharge of any series in any material respect; (7) of Notes pursuant to add to, delete from Section 3.01 or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series)Section 3.02; (9) to modify, eliminate or add to make any other change that would not adversely affect the provisions contractual rights of this Indenture to such extent as shall be necessary to conform the obligations any Holders of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations Notes of the Commission thereunderapplicable series; (10) to make provisions any change necessary to comply with respect to any requirement of the conversion rights Commission in connection with the qualification of Holders of Convertible Securities; orthis Indenture or any supplemental Indenture under the TIA; (11) to add toconform any provision in this Indenture, change or eliminate in the Board Resolution, Officer’s Certificate or supplemental indenture establishing the Notes of any series, or the terms of the provisions Notes of this Indenture in respect any series, to one the prospectus supplement, offering memorandum, offering circular or more any other document pursuant to which the Notes of such series were offered; and (12) to reflect the issuance of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security additional Notes of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add to or change any additional Events of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;Default; or (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5d) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee pursuant to the requirements of Sections 5.9 and 5.10; or (e) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to qualify, or maintain the qualification of, the Indenture under the Trust Indenture Act or to make any other provisions with respect to matters or questions arising under this Indenture; provided that such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (f) to secure the Securities pursuant to the requirements of Section 9.10 or otherwise; or (g) to provide for uncertificated Securities in addition to or in place of certificated Securities; or (h) to add to, change or eliminate any provision of this Indenture with respect to one or more series of Securities, provided that any such addition, change or elimination shall (i) neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such Security with respect to such provision or (ii) shall become effective only when no such Security is Outstanding; or (i) to evidence and provide for the acceptance of appointment hereunder by a separate trustee with respect to Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration appointment of the trusts hereunder by more than one Trustee; or (j) to provide for the terms and conditions of conversion of Securities of any series, if any, pursuant to the requirements of Section 6.10(b);Article XII; or (6k) to cure any ambiguity, to correct establish the form or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders terms of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securitiesseries, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingpermitted by Section 2.1.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants obligations of the Company herein in this Indenture or any indentures supplemental hereto, and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company by this Indenture or any indentures supplemental hereto; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (94) to modify, eliminate or add to or change any of the provisions of this Indenture or any indentures supplemental hereto to such extent as shall be necessary to conform permit or facilitate the obligations issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations issuance of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesSecurities in uncertificated form; or (115) to add to, change or eliminate any of the provisions of this Indenture or any indentures supplemental hereto in respect to of one or more series of Securities; provided, however, PROVIDED that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued created prior to the execution of such supplemental indenture affecting such modification and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing Security Outstanding; or (6) to secure the Securities pursuant to the requirements of Section 10.6 or the requirements of any indentures supplemental to this Indenture or to otherwise provide any security for, or add any guarantees of or additional obligors on, the Securities of all or any series; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 3.1; or (8) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities in accordance with Article Four or Article Thirteen; or (9) to evidence and provide for the acceptance of appointment hereunder by a Security outstandingsuccessor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture or any indentures supplemental hereto as shall be necessary to provide for or facilitate the administration of the trusts hereunder or any indentures supplemental hereto by more than one Trustee, pursuant to the requirements of Section 6.11(b); or (10) to cure any ambiguity or to correct or supplement any provision in this Indenture or any indentures supplemental hereto which may be defective or inconsistent with any other provision in this Indenture or any indentures supplemental hereto, or to make any other provisions with respect to matters or questions arising under this Indenture or any indentures supplemental hereto, PROVIDED that such action pursuant to this clause (10) shall not adversely affect the interests of the Holders of Securities of any series in any material respect.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or coupons, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall be necessary to Principal, to change or eliminate any restrictions (including restrictions relating to payment in the United States) on the payment of Principal of or any premium or interest on Bearer Securities, to permit Bearer Securities to be issued in exchange for Registered Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations or facilitate to permit the issuance of Securities in uncertificated form;; or (4) to establish the form or terms of Securities of any series and any related coupons as permitted by Sections 2.01 2.1 and 3.01;2.3(a), respectively; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);7.8; or (6) to cure any ambiguity, defect or inconsistency; PROVIDED that such action pursuant to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Clause (6) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respectseries; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect (which addition, change or elimination may apply to one or more series of Securities; provided), however, PROVIDED that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to such provision; or (8) to secure the application Securities; or (9) to make any other change that does not adversely affect the rights of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingany Securityholder.

Supplemental Indentures Without Consent of Holders. Without (a) The Company, the Security Guarantors, if any, and the Trustee may amend or supplement this Indenture or the Securities of any series without the consent of any Holders, the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposesHolder: (1i) to evidence the succession cure any ambiguity, defect or inconsistency; (ii) to comply with Article IV hereof or in any provision in any supplemental indenture in respect of another Person to the Company, and the assumption by any such a Successor Company or successor Security Guarantor of the covenants obligations of the Company herein or a Security Guarantor under the Securities of any or all series and this Indenture; (iii) to provide for uncertificated Securities in addition to or in place of certificated Securities, provided, however, that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Code; (iv) to add guarantees with respect to the Securities or to secure the Securities; (2v) to add to the covenants of the Company or any Security Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany in the Indenture; (3vi) to add any additional Events of Default with respect to all or change any series of the provisions Securities; (vii) to comply with any requirements of the SEC in connection with effecting or maintaining the qualification of this Indenture to such extent as shall be necessary to permit or facilitate under the issuance of Securities in uncertificated formTrust Indenture Act; (4viii) to establish make any change that would provide any additional rights or benefits to the form Holders of all or terms any series of Securities or that does not, in the opinion of the Trustee, adversely affect the rights of any series as permitted by Sections 2.01 and 3.01Holder of such Securities in any material respect; (5ix) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series trustee and to add to or change any of the provisions of this the Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)trustee; (6x) to cure establish the form or terms of Securities of any ambiguityseries as permitted by Sections 2.01 and 2.03; (xi) to make any change necessary to make the Indenture, the Securities of any series or the Security Guarantee relating to any series of Securities, as applicable, consistent with the description of the Securities in the prospectus or any related prospectus supplement relating to such Securities; (xii) to correct or supplement any provision herein which of the Indenture that may be defective or inconsistent with any other provision herein, of the Indenture or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided, such actions shall not adversely affect the interest of the Holders of Securities interests of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesHolder; or (11xiii) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of SecuritiesIndenture; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any become effective only when there is no Security Outstanding of any series issued created prior to the execution of such supplemental indenture and which is entitled to the benefit of any such provision nor provision. (Bb) modify After an amendment or supplement under this Section 10.01 becomes effective, the rights Company shall mail to Holders of the Holder affected Securities a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingan amendment under this Section 10.01.

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental heretohereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof), in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein under this Indenture and in the SecuritiesNotes pursuant to Article VII; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon the CompanyCompany by this Indenture; (3) to add any additional Events of Default for the benefit of Holders of the Notes; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Notes in uncertificated form; (45) to establish secure the form Notes or terms add Guarantees of Securities or additional obligors on the Notes of all or any series as permitted by Sections 2.01 and 3.01series; (56) to evidence and provide for the acceptance of appointment hereunder by add or appoint a successor or separate Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder under this Indenture by more than one Trustee, pursuant to Trustee in accordance with the requirements of Section 6.10(b)set forth in this Indenture; (67) to cure any ambiguity, mistake, defect or inconsistency; (8) to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with of the provisions of this Indenture as necessary to permit or facilitate the defeasance and which shall not adversely affect discharge of any series of Notes; provided that the interest interests of the Holders of Securities of any series the Notes are not adversely affected in any material respect; (79) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add make any additional Events of Default for the benefit of other change that would not adversely affect the Holders of all or the Notes in any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereundermaterial respect; (10) to make provisions any change necessary to comply with respect to any requirement of the conversion rights Commission in connection with the qualification of Holders of Convertible Securities; orthis Indenture or any indenture supplemental hereto under the TIA; (11) to conform this Indenture to the section entitled “Description of Notes” or any similarly titled section in any offering memorandum, prospectus or prospectus supplement pursuant to which any particular series of Notes is issued under this Indenture; and (12) to add to, change or eliminate any of the provisions of this Indenture in respect to of one or more series of SecuritiesNotes; provided, however, provided that any such addition, change or elimination (i) shall neither (A) apply to any Security Note of any series issued created prior to the execution of such the supplemental indenture effecting such modification and entitled to the benefit of such provision nor (B) modify the rights of the Holder holder of any such pre-existing series of any Security Note with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series Note outstanding. No supplemental indenture for the purposes identified in clause (2) or (7) above may be entered into if to do so would adversely affect the interest of a Security outstandingthe Holders of Notes.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default with respect to all or any series of Securities; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in uncertificated global form; (45) to add to, change or eliminate any of the provisions of this Indenture, provided that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.013.1; (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.10; (69) if allowed without penalty under applicable laws and regulations, to cure permit payment in the United States (including any ambiguityof the states and the District of Columbia), its territories, its possessions and other areas subject to its jurisdiction of principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; (10) to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, to cure any ambiguity or correct any mistake or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate comply with any requirement of the provisions Commission in connection with the qualification of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3iii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Securities; or (6iv) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided that such action pursuant to this clause (iv) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect;; or (7v) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders; or (vi) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities any property or assets; or (vii) to increase the Conversion Rate of the Securities; provided, however, that such increase shall be in accordance with the terms of this Indenture or shall not adversely affect the interests of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9viii) to modify, eliminate or add to the provisions supplement any provision of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations discharge of the Securities; provided that such change or modification does not adversely affect the interests of the Holders of the Securities; or (ix) to make any change or modification necessary in connection with the registration of the Securities under the Securities Act as contemplated in the Registration Rights Agreement; provided that such change or modification does not adversely affect the interests of the Holders of Securities; or (x) to add or modify any other provision herein with respect to matters or questions arising hereunder which the Company and the Trustee under this Indenture may deem necessary or desirable and which would not reasonably be expected to adversely affect the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations interests of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate Securities in any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmaterial respect.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (57) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b7.11(b);; or (6) 8) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (9) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit series. Upon request of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of SecuritiesCompany, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 10.03, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, The Issuer and the TrusteeTrustee may, at any time and from time to time, may without notice to or consent of any Holders of Notes, (i) enter into one or more indentures supplemental heretohereto and/or (ii) amend, for supplement or otherwise modify any of the following purposesother Note Document, in each case: (1) to evidence the succession of another Person corporation to the CompanyIssuer, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Issuer contained herein; or (2) to add to the covenants of the Company Issuer such further covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series the Notes as the Board of Securities (Directors and if such covenants are the Trustee shall consider to be for the benefit protection of less than all series the Holders of SecuritiesNotes, stating that such covenants are expressly being included solely for and to make the benefit occurrence, or the occurrence and continuance, of a default in any of such seriesadditional covenants, restrictions, conditions or provisions a default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such default or may limit the remedies available to surrender any the Trustee upon such default or may limit the right or power herein conferred upon of the Company;Holders of a majority in aggregate principal amount of the Notes to waive such default; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereincontained herein or in any supplemental indenture, or to make any such other provisions with respect in regard to matters or questions arising under this Indenture which as shall not be inconsistent with the provisions of this Indenture and which shall not materially and adversely affect the interest interests of the Holders of Securities the Notes. For the avoidance of doubt, no amendment to, or deletion of any series of the covenants described under Article IX or action taken in compliance with the covenants in effect at the time of such action, shall be deemed to impair or affect any material respect; rights of any Holder to receive payment of principal of (7) or premium, if any), or interest on, the Notes, or to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default institute suit for the benefit enforcement of the Holders of all any payment on or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingHolder’s Notes.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated global form;; or (45) to add to, change or eliminate any of the provisions of this Indenture; provided, however, that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.11; (69) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided, however, such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect;; or to cure any ambiguity or correct any mistake; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (910) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform effect the obligations qualification of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to under the Trust Indenture Act or under any similar federal Federal statute hereafter enacted subsequently enacted, and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of to this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to other provisions as may be expressly required under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants obligations of the Company herein in this Indenture or any indentures supplemental hereto, and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company by this Indenture or any indentures supplemental hereto; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (94) to modify, eliminate or add to or change any of the provisions of this Indenture or any indentures supplemental hereto to such extent as shall be necessary to conform permit or facilitate the obligations issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations issuance of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesSecurities in uncertificated form; or (115) to add to, change or eliminate any of the provisions of this Indenture or any indentures supplemental hereto in respect to of one or more series of Securities; provided, however, PROVIDED that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued created prior to the execution of such supplemental indenture affecting such modification and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing Security Outstanding; or (6) to secure the Securities pursuant to the requirements of Section 10.6 or the requirements of any indentures supplemental to this Indenture or to otherwise provide any security for, or add any guarantees of or additional obligors on, the Securities of all or any series; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 3.1; or (8) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities in accordance with Article Four or Article Thirteen; or (9) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture or any indentures supplemental hereto as shall be necessary to provide for or facilitate the administration of the trusts hereunder or any indentures supplemental hereto by more than one Trustee, pursuant to the requirements of Section 6.11(b); (10) to cure any ambiguity or to correct or supplement any provision in this Indenture or any indentures supplemental hereto which may be defective or inconsistent with any other provision in this Indenture or any indentures supplemental hereto, or to make any other provisions with respect to matters or questions arising under this Indenture or any indentures supplemental hereto; (11) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee, or to make such other provisions in regard to matters or questions arising under this Indenture, as shall not adversely affect the interests of any Holders of Securities of any series; (12) to modify or amend this Indenture in such a manner as to permit the qualification of this Indenture or any indenture supplemental hereto under the TIA as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the TIA; (13) to add to or change any of the provisions of this Indenture to change or eliminate any restrictions on the payment of principal of, or premium, if any, on, Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect or permit or facilitate the issuance of Securities of any series in uncertificated form; (14) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, however, that any such addition, change or elimination not otherwise permitted under this Section 9.1 shall neither apply to any Security outstandingof any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor modify the rights of the Holder of any such Security with respect to such provision or shall become effective only when there is no such Security Outstanding; (15) conform any provision in this Indenture, or in the Board Resolution, Officer’s Certificate or supplemental indenture establishing the Securities of any series, or the terms of the Securities of any series, to the prospectus, prospectus supplement, offering memorandum, offering circular or any other document pursuant to which the Securities of such series were offered; or (16) to make any other change that does not adversely affect the contractual rights of any Holder of the Securities of the applicable series.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or coupons, the Company, when authorized by Board Resolutions, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall be necessary to Principal, to change or eliminate any restrictions (including restrictions relating to payment in the United States) on the payment of Principal of or any premium or interest on Bearer Securities, to permit Bearer Securities to be issued in exchange for Registered Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations or facilitate to permit the issuance of Securities in uncertificated form;; or (4) to establish the form or terms of Securities of any series and any related coupons as permitted by Sections 2.01 2.1 and 3.01;2.3(a), respectively; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);7.8; or (6) to cure any ambiguity, to correct defect or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securitiesinconsistency; or (117) to add to, change or eliminate any of the provisions of this Indenture in respect (which addition, change or elimination may apply to one or more series of Securities; provided), however, PROVIDED that any such addition, change or elimination (i) shall neither (Aa) apply to any Security of any series issued created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (Bb) modify the rights of the Holder of any such pre-existing series of any Security with respect to such provision; or (8) to remove the application Guarantor and references to the Guaranty (as hereafter defined) upon the occurrence of such provision the events specified in Section 12.3 of this Indenture; (9) to such pre-existing series secure the Securities; or (10) to make any other change that does not adversely affect the rights of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingany Securityholder.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or any Guarantor hereunder, under any indenture supplemental hereto or under any series of Securities; (2) to evidence the succession of another Person to the Company or any Guarantor, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company or such Guarantor pursuant to Article VIII; (3) to add to or change any additional Events of Default for the benefit of the provisions Holders of this Indenture to such extent as shall be necessary to permit all or facilitate the issuance any series of Securities in uncertificated form(and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01add new Guarantors; (5) to provide for the release of any Guarantor in accordance with this Indenture; (6) to secure the Securities; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;6.11; or (8) to add any additional Events of Default provide for the benefit issuance of the Holders additional Securities of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (10) to comply with the rules of any applicable Depositary; (11) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations issuance of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunderSecurities in uncertificated form; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (1112) to add to, change or eliminate any of the provisions of this Indenture in respect to of one or more series of Securities; provided, however, provided that any such addition, change or elimination (iA) shall neither (Ai) apply to any Security of any series issued created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (Bii) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (iiB) shall become effective only when there is no Security described in clause (i) Outstanding; (13) to cure any ambiguity, to correct or supplement any provision of this Indenture or in any supplemental indenture which may be defective or inconsistent with any other provision herein or in any supplemental indenture; (14) to change any other provision contained in the Securities of any series or under this Indenture; provided that such pre-existing action pursuant to this clause (14) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; and (15) to conform the text of a Security outstandingthis Indenture, the Securities or any supplemental indenture to any provision of the “Description of the Notes” or similarly captioned section of any offering memorandum, offering circular, prospectus supplement or similar offering document relating to Securities of such series.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of any Holders, the Company, when authorized by Board ResolutionsResolution, and the Trustee, Trustee at any time and from time to time, time may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person corporation to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Securities contained; or (2ii) to add to or modify the covenants or Events of Default of the Company Company, for the benefit of the Holders of the Securities of any or all series, to convey, transfer, assign, mortgage or pledge any series of Securities (and if property to or with such covenants are to be for the benefit of less than all series of SecuritiesTrustee, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3iii) to make any change in Article Thirteen that would limit or terminate the benefits available to any holder of Senior Indebtedness of the Company (or Representatives thereof) under Article Thirteen; or (iv) to establish the form and terms of the Securities of any series as contemplated by Section 2.01 or 3.01 hereof; or (v) to add to or change any of the provisions of this Indenture as is necessary or advisable to facilitate the issuance of Securities of any series in bearer form, registrable or nonregistrable as to principal and with or without interest coupons, and to provide for exchangeability of such extent as shall be necessary Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such purpose, or to permit or facilitate the issuance of Securities in uncertificated form;; or (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6vi) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with adversely affect the interests of the Holders in any material respect; or (vii) to add to or change any of the provisions of this Indenture and which to provide that bearer Securities may be registrable as to principal, to change or eliminate any restrictions on the payment of principal of, or premium, if any, or interest on bearer Securities or on the delivery of bearer Securities, or to permit bearer Securities to be issued in exchange for bearer Securities of other authorized denominations, provided any such action shall not adversely affect the interest interests of the Holders of bearer Securities of any series or any related coupons in any material respect;respect unless such amendment is required to comply with the Bearer Rules; or (7viii) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes supplement any of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of any series of Securities pursuant to Article Six, provided that any such action shall not adversely affect the interests of the Company Holders of Securities of such series or any other series of Securities in any material respect; (ix) to evidence and provide for the acceptance of appointment hereunder of a Trustee under other than U.S. Bank National Association, as Trustee for the Securities of any series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the obligations imposed on such Persons administration of the trusts hereunder by more than one Trustee, pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations requirements of the Commission thereunder;Section 8.09 hereof; or (10x) to make provisions evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the conversion rights Securities of Holders one or more series or to add to or change any of Convertible Securitiesthe provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 8.11 hereof; or (11xi) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of SecuritiesIndenture; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any become effective only when no Security of any series entitled to the benefits of such provision and issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security is outstanding or (ii) shall become effective only when there is no not apply to any outstanding Security. (b) An amendment under this Section 11.01 may not make any change that adversely affects the rights under Article Thirteen of any holder of Senior Indebtedness of the Company then outstanding unless the holders of such pre-existing series of Senior Indebtedness (or any group or Representative thereof authorized to give a Security outstandingconsent) consent to such change.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any HoldersHolders of a series of Securities, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental Indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a Trustee or a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (69) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toqualify, change or eliminate any maintain the qualification of the provisions Indenture under the Trust Indenture Act. Upon request of this Indenture in respect to one or more series of Securities; providedthe Company, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 9.3, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental Indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b611(b);; or (69) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit series. Upon request of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of SecuritiesCompany, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 903, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the SecuritiesSecurities contained; (2b) to provide for the issuance under this Indenture of Securities in bearer form (including securities registrable as to principal only) and to provide for exchangeability of such Securities for Securities issued hereunder in fully registered form, and to make all appropriate changes for such purpose; (c) to add to the covenants of the Company for the benefit of the Holders of all or any one or more specified series of Securities (and if such covenants are to be for the benefit of less fewer than all series of SecuritiesSecurities or fewer than all Securities of a series, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3d) to add to or change any of secure the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formSecurities; (4e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5f) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided such action shall not adversely affect the interest of the Holders of Securities of any series; (g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) i) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture); (9j) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Securities pursuant to Article IV, provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of an Outstanding Security of such series or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunderother Outstanding Security in any material respect; (10k) to make provisions with respect to the conversion or exchange rights of Holders of Convertible SecuritiesSecurities of any series; or (11l) to add toamend or supplement any provision contained herein or in any supplemental indenture, change provided that no such amendment or eliminate any supplement shall materially adversely affect the interests of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Holders of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSecurities then Outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) : to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) Notes in accordance with Section 7.1; to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities Notes (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series; provided that such covenants may not adversely affect Holders of the other series of Notes) or to surrender any right or power herein conferred upon the Company; (3) ; to add any additional Events of Default with respect to all or any series of Notes; to add to or change any of the provisions of this Indenture solely to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in uncertificated global form; (4) ; to establish secure the form Notes or terms Note Guarantees; to comply with the requirements of Securities the Commission in order to effect or maintain qualification of any series as permitted by Sections 2.01 and 3.01; (5) this Indenture under the TIA; to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) 6.10 and Section 6.11; or to cure any ambiguity, to correct any mistake or correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such other provisions shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. Without (a) The Company, the Security Guarantors, if any, and the Trustee may amend or supplement this Indenture or the Securities of any series without the consent of any Holders, the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposesHolder: (1i) to evidence the succession cure any ambiguity, defect or inconsistency; (ii) to comply with Article IV in respect of another Person to the Company, and the assumption by any such successor a Successor Company of the covenants obligations of the Company herein under the Securities of any or all series and this Indenture; (iii) to provide for uncertificated Securities in addition to or in place of certificated Securities, provided, however, that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Code; (iv) to add guarantees with respect to the Securities or to secure the Securities; (2v) to add to the covenants of the Company or any Security Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany in the Indenture; (3vi) to add any additional Events of Default with respect to all or change any series of the provisions Securities; (vii) to comply with any requirements of the SEC in connection with effecting or maintaining the qualification of this Indenture to such extent as shall be necessary to permit or facilitate under the issuance of Securities in uncertificated formTrust Indenture Act; (4viii) to establish make any change that would provide any additional rights or benefits to the form Holders of all or terms any series of Securities or that does not, in the opinion of the Trustee, adversely affect the rights of any series as permitted by Sections 2.01 and 3.01Holder of such Securities in any material respect; (5ix) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series trustee and to add to or change any of the provisions of this the Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)trustee; (6x) to cure establish the form or terms of Securities of any ambiguityseries as permitted by Sections 2.01 and 2.03; (xi) to make any change necessary to make the Indenture, the Securities of any series or the Security Guarantee relating to any series of Securities, as applicable, consistent with the description of the Securities in the prospectus or any related prospectus supplement relating to such Securities; (xii) to correct or supplement any provision herein which of the Indenture that may be defective or inconsistent with any other provision herein, of the Indenture or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided, such actions shall not adversely affect the interest of the Holders of Securities interests of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesHolder; or (11xiii) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of SecuritiesIndenture; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any become effective only when there is no Security Outstanding of any series issued created prior to the execution of such supplemental indenture and which is entitled to the benefit of any such provision nor provision. (Bb) modify After an amendment or supplement under this Section 10.01 becomes effective, the rights Company shall mail to Holders of the Holder affected Securities a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingan amendment under this Section 10.01.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3iii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Securities; or (6iv) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided that such action pursuant to this clause (iv) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect;; or (7v) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders; or (vi) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities any property or assets; or (vii) to increase the Conversion Rate of the Securities; provided, however, that such increase shall be in accordance with the terms of this Indenture or shall not adversely affect the interests of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9viii) to modify, eliminate or add to the provisions supplement any provision of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations discharge of the Securities; provided that such change or modification does not adversely affect the interests of the Holders of the Securities; or (ix) to add or modify any other provision herein with respect to matters or questions arising hereunder which the Company and the Trustee under this Indenture may deem necessary or desirable and which would not reasonably be expected to adversely affect the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations interests of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate Securities in any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmaterial respect.

Supplemental Indentures Without Consent of Holders. Without (a) The Company, the Security Guarantors, if any, and the Trustee may amend or supplement this Indenture or the Securities of any series without the consent of any Holders, the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposesHolder: (1i) to evidence the succession cure any ambiguity, defect or inconsistency; (ii) to comply with Article IV hereof or in any provision in any supplemental indenture in respect of another Person to the Company, and the assumption by any such a Successor Company or successor Security Guarantor of the covenants obligations of the Company herein or a Security Guarantor under the Securities of any or all series and this Indenture; (iii) to provide for uncertificated Securities in addition to or in place of certificated Securities, provided, however, that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Code; (iv) to add guarantees with respect to the Securities or to secure the Securities; (2v) to add to the covenants of the Company or any Security Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany in this Indenture; (3vi) to add any additional Events of Default with respect to all or change any series of the provisions Securities; (vii) to comply with any requirements of the SEC in connection with effecting or maintaining the qualification of this Indenture to such extent as shall be necessary to permit or facilitate under the issuance of Securities in uncertificated formTrust Indenture Act; (4viii) to establish make any change that would provide any additional rights or benefits to the form Holders of all or terms any series of Securities or that does not, in the opinion of the Trustee, adversely affect the rights of any series as permitted by Sections 2.01 and 3.01Holder of such Securities in any material respect; (5ix) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series trustee and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trusteetrustee; (x) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; (xi) to make any change necessary to make this Indenture, pursuant the Securities of any series or the Security Guarantee relating to any series of Securities, as applicable, consistent with the description of the Securities in the prospectus or any related prospectus supplement relating to such Securities; (xii) to conform the text of this Indenture, the Securities of any series or the Security Guarantee relating to any series of Securities, as applicable, with the description of the Securities in the prospectus or any related prospectus supplement relating to such Securities to the requirements extent such provision this Indenture, the Securities of Section 6.10(bany series or the Security Guarantee relating to any series of Securities, as applicable, was intended to be a substantially verbatim recitation of a provision of this Indenture, the Securities of any series or the Security Guarantee relating to any series of Securities, as applicable, as determined in good faith by the Company (which intent will be established by an Officer’s Certificate); (6xiii) to cure any ambiguity, to correct or supplement any provision herein which of this Indenture that may be defective or inconsistent with any other provision herein, of this Indenture or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided, such actions shall not adversely affect the interest of the Holders of Securities interests of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesHolder; or (11xiv) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of SecuritiesIndenture; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any become effective only when there is no Security Outstanding of any series issued created prior to the execution of such supplemental indenture and which is entitled to the benefit of any such provision nor provision. (Bb) modify After an amendment or supplement under this Section 10.01 becomes effective, the rights Company shall give to Holders of the Holder affected Securities a notice briefly describing such amendment. The failure to give such notice to all Holders, or any defect therein, shall not impair or affect the validity of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingan amendment under this Section 10.01.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or Coupons, the Company, Company (when authorized by or pursuant to a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company; (3) to add to or change any of the provisions of this Indenture to such extent facilitate the issuance of Bearer Securities or to provide that Bearer Securities may be registrable as shall to principal, to change or eliminate any restrictions on the payment of principal of, any premium or interest on or any Additional Amounts with respect to Securities, to permit Bearer Securities to be necessary issued in exchange for Registered Securities, to permit Bearer Securities to be exchanged for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form, provided any such action shall not adversely affect the interests of the Holders of Outstanding Securities of any series or any Coupons appertaining thereto in any material respect; (4) to establish the form or terms of Securities of any series and any Coupons appertaining thereto as permitted by Sections 2.01 2.1 and 3.013.1; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.9; (6) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall 60 69 not adversely affect the interest interests of the Holders of Securities of any series then Outstanding or any Coupons appertaining thereto in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture); (9) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Securities pursuant to Article 4, provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of Outstanding Securities of such series and any Coupons appertaining thereto or under any similar federal statute hereafter enacted and rules other Outstanding Security or regulations of the Commission thereunderCoupon in any material respect; (10) to secure the Securities; (11) to make provisions with respect to the conversion or exchange rights of Holders of Convertible SecuritiesSecurities of any series; (12) to amend or supplement any provision contained herein or in any supplemental indenture, provided that no such amendment or supplement shall materially adversely affect the interests of the Holders of any Securities then Outstanding; or (1113) to add toamend or supplement any provision contained herein, change provided that such amendment or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) supplement does not apply to any Security of any series Outstanding Securities issued prior to the execution date of such supplemental indenture amendment or supplement and entitled to the benefit benefits of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingprovision.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or Coupons, the Company, Company (when authorized by or pursuant to a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall to principal, to change or eliminate any restrictions on the payment of principal of, any premium or interest on or any Additional Amounts with respect to Securities, to permit Bearer Securities to be necessary issued in exchange for Registered Securities, to permit Bearer Securities to be exchanged for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form;, provided any such action shall not adversely affect the interests of the Holders of Outstanding Securities of any series or any Coupons appertaining thereto in any material respect; or (4) to establish the form or terms of Securities of any series and any Coupons appertaining thereto as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.9; or (6) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest interests of the Holders of Securities of any series then Outstanding or any Coupons appertaining thereto in any material respect;; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;; or (8) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture);; or (9) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder any series of Securities pursuant to Article 4, provided that any such action shall not adversely affect the Trust Indenture Act interests of any Holder of an Outstanding Security of such series and any Coupons appertaining thereto or under any similar federal statute hereafter enacted and rules other Outstanding Security or regulations of the Commission thereunder;Coupon in any material respect; or (10) to secure the Securities pursuant to Section 10.5 or otherwise; or (11) to make provisions with respect to the conversion or exchange rights of Holders of Convertible SecuritiesSecurities of any series; or (1112) to add toamend or supplement any provision contained herein or in any supplemental indenture, change provided that no such amendment or eliminate any supplement shall materially adversely affect the interests of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Holders of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSecurities then Outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the SecuritiesNotes; (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities the Notes (and and, if such covenants are to be for the benefit of less than all series of Securitiesthe Notes, stating that such covenants are expressly being included solely for the benefit of such seriescertain Notes) or to surrender any right or power herein conferred upon the Company; (3c) to add any additional Events of Default with respect to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formNotes; (4d) to establish secure the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01Notes; (5e) to cure any ambiguity, omission, defect or inconsistency; (f) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series Notes and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6g) to cure any ambiguity, modify the Restrictive Legends in order to correct or supplement any provision herein which may be defective or inconsistent ensure that such Restrictive Legends comply with any other provision herein, applicable securities laws of any state of the United States of America or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respectjurisdiction; (7h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of SecuritiesNotes, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9i) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder Notes pursuant to Article Twelve, provided that no such supplement shall materially adversely affect the interest of the Holders of any Notes then Outstanding; (j) to make any change to comply with the Trust Indenture Act Act, or under any similar federal statute hereafter enacted and rules amendment thereto, or regulations to comply with any requirement of the Commission thereunder; (10) to make provisions in connection with respect to the conversion rights qualification of Holders the Indenture under the Trust Indenture Act, or as necessary in connection with the registration of Convertible Securitiesthe Notes under the Securities Act; or (11k) to add toamend or supplement any provision contained herein or in any supplemental indenture, change provided that no such amendment or eliminate any supplement shall materially adversely affect the interests of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Holders of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes then Outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person corporation to the Company, and the assumption by any such successor corporation of the covenants of the Company herein and in the SecuritiesSecurities contained; (2b) to provide for the issuance under this Indenture of Securities in bearer form (including securities registrable as to principal only) and to provide for exchangeability of such Securities for Securities issued hereunder in fully registered form, and to make all appropriate changes for such purpose; (c) to add to the covenants of the Company for the benefit of the Holders of all or any one or more specified series of Securities (and if such covenants are to be for the benefit of less fewer than all series of SecuritiesSecurities or fewer than all Securities of a Series, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3d) to add to or change any of secure the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formSecurities; (4e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5f) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided such action shall not adversely affect the interest of the Holders of Securities of any series; or (g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without From time to time, when authorized by a Board Resolution, the Company and the Trustee, without notice to or the consent of any Holders, Holders of the Company, when authorized by Board Resolutions, and the Trustee, at any time and from time to timeDebentures, may enter into one amend or more indentures supplemental hereto, for any of the following purposessupplement this Indenture: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;Debentures; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities Debentures (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; provided, however, that in respect of any such additional covenant, restriction or condition on the Company, such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such default or may limit the remedies available to the Trustee upon such default; or (3c) to add any additional Events of Default with respect to all or any series of Debentures (as shall be specified in such supplemental indenture); or (d) to change or eliminate any of the provisions of this Indenture Indenture, provided, that any such change or elimination shall become effective only when there is no Debenture outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; or (4e) to establish the form or terms of Securities Debentures of any series as permitted by Sections 2.01 and 3.01;Section 2.1 or, in lieu of any such supplemental indenture, the Company may provide the Trustee with an Officer's Certificate with respect to the form or terms of such Debentures; or (5f) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Debentures of one or more series series, and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);; or (6g) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture which or under any supplemental indenture, provided, that no action pursuant to this clause (g) shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest interests of the Holders of Securities Debentures of any series then outstanding in any material respect;; or (7h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, Debentures as herein set forth;; or (8) i) to add any additional Events of Default for the benefit comply with requirements of the Holders SEC in order to effect or maintain qualification of all or any series of Securities (and if such additional Events of Default are to be for this Indenture under the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);TIA; or (9j) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, Debentures provided that any such addition, change or elimination (i) action shall neither (A) apply to any Security not adversely affect the interests of any series issued prior to the execution Holder of a Debenture of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of series or any such pre-existing series of other Debenture in any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmaterial respect.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, Trustee at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in uncertificated global form;; or (45) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.11; or (69) if allowed without penalty under applicable laws and regulations, to cure permit payment in the United states (including any ambiguityof the States and District of Columbia), its territories, its possessions and other areas subject to its jurisdiction of principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (10) to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add tocure an ambiguity or correct any mistake, change or eliminate any provided such action shall not adversely affect the interests of the provisions Holders of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Securities of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingseries.

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any HoldersHolders of a series of Securities, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add any additional Events of Default with respect to all or any series of Securities; or (d) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons; or (4e) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (f) to secure the Securities; or (g) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (5h) to evidence and provide for the acceptance of appointment hereunder by a Trustee or a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (6i) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (j) to make any other provisions with respect to matters or questions arising under this Indenture which shall change that does not be inconsistent with the provisions of this Indenture and which shall not materially adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11k) to add toqualify, change or eliminate any maintain the qualification of the provisions Indenture under the Trust Indenture Act. Upon request of this Indenture in respect to one or more series of Securities; providedthe Company, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to accompanied by a Board Resolution authorizing the execution of any such supplemental indenture indenture, and entitled upon receipt by the Trustee of the documents described in (and subject to the benefit of such provision nor (Blast sentence of) modify Section 9.03, the rights of Trustee shall join with the Holder Company in the execution of any such pre-existing series supplemental indenture authorized or permitted by the terms of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated bearer form;, registrable or not registrable as to principal, and with or without interest coupons, or to facilitate the issuance of Securities in global form; or (45) to add to, change or eliminate any of the provisions of this Indenture, provided that any such addition, change or elimination shall -------- become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to secure the Securities; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.2; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.10; or (69) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of -------- the Holders of Securities of any series in any material respect; (7) , or to add to, delete from cure any ambiguity or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add correct any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingmistake.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Notes, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;Notes; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Notes or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities Notes of any series as permitted by Sections 2.01 2.1 and 3.01;2.2(c), respectively; or (54) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.7; or (5) to cure any ambiguity, defect or inconsistency; (6) to cure amend restrictions on transferability of any ambiguity, to correct or supplement Notes on any provision herein which may be defective or inconsistent with series in any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall manner that does not adversely affect the interest of the Holders of Securities rights of any series Noteholder in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect (which addition, change or elimination may apply to one or more series of Securities; providedNotes), however, PROVIDED that any such addition, change or elimination (i) shall neither (A) apply to any Security Note of any series issued created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security Note with respect to such provision; (8) to additionally secure the application Notes; (9) to conform the provisions of such provision this Indenture or the Notes to such pre-existing series the “Description of a Security Notes” section or any similar section in the Offering Memorandum; or (ii10) shall become effective only when there is no such pre-existing series to make any other change that does not adversely affect the rights of a Security outstandingany Noteholder in any material respect.

Supplemental Indentures Without Consent of Holders. Without the consent of or notice to any HoldersHolder, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Debentures; or (2b) to add convey, transfer, assign, mortgage or pledge any property to or with the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Trustee or to surrender any right or power herein conferred upon the Company;; or (3c) to add to covenants of the Company for the benefit of the Holders of the Debentures or change to surrender any right or power herein conferred upon the Company; or (d) to make provision with respect to the conversion rights of Holders pursuant to the requirements of Article XIII; or (e) to add any additional Events of Default; or (f) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause -------- shall not materially adversely affect the interest of the Holders of Debentures and, for so long as any of the provisions Preferred Securities shall remain outstanding, the holders of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;Preferred Securities; or (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts Trust hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11h) to add to, change or eliminate any comply with the requirements of the provisions Commission in order to effect or maintain the qualification of this Indenture in respect to one or more series of Securitiesunder the Trust Indenture Act; provided, however, that any such addition, change or elimination or (i) shall neither (A) apply to any Security make provision for transfer procedures, certification, book- entry provisions, the form of any series issued prior restricted securities legends, if any, to be placed on Debentures, and all other matters required pursuant to Section 3.5 or otherwise necessary, desirable or appropriate in connection with the execution issuance of such supplemental indenture and entitled Debentures to holders of Preferred Securities in the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series event of a Security or (ii) shall become effective only when there distribution of Debentures by the Trust if a Special Event occurs and is no such pre-existing series of a Security outstandingcontinuing.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of the Holders of any Holders, Securities (except any consent explicitly required below) (but with the Company, when authorized by Board Resolutions, written consent of the Collateral Manager) and the Trustee, at any time and from time to time, subject to Section 8.3, and without regard to whether any Class would be materially and adversely affected thereby (except as expressly provided below), the Issuer and the Collateral Trustee may enter into one or more indentures supplemental hereto, in form satisfactory to the Collateral Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Issuer and the assumption by any such successor Person of the covenants of the Company herein Issuer herein, in the Class A-RL Loan Agreements and in the Securities; (2ii) to add to the covenants of the Company Issuer or the Collateral Trustee for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanySecured Parties; (3iii) to convey, transfer, assign, mortgage or pledge any property to or with the Collateral Trustee or add to the conditions, limitations or change any restrictions on the authorized amount, terms and purposes of the provisions issue, authentication and delivery of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formSecurities; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iv) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee with respect to (or under the Securities of one or more series applicable Class A-RL Loan Agreement by a successor Loan Agent) and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Collateral Trustee, pursuant to the requirements of Section 6.10(b)Sections 6.9, 6.10 and 6.12 hereof; (6v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to better assure, convey and confirm unto the Collateral Trustee any property subject or required to be subjected to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations, whether pursuant to Section 7.5 or otherwise) or to subject to the lien of this Indenture any additional property; (vi) to modify the restrictions on and procedures for resales and other transfers of Securities to reflect any changes in ERISA or other applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any exemption from registration under the Securities Act or the 1940 Act or otherwise comply with any applicable securities law; (vii) to remove restrictions on resale and transfer of Securities to the extent not required under clause (vi) above; (viii) to facilitate (A) the listing of any of the Debt on any non-U.S. exchange, (B) compliance with the guidelines of such exchange, or (C) if so listed, the de-listing of any of the Debt from such exchange if the Collateral Manager determines that the costs and burdens of maintaining such listing are excessive; (ix) to correct any inconsistent or defective provisions herein or to cure any ambiguity, to correct omission or supplement errors herein; provided that any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall such supplemental indenture does not be inconsistent with the provisions of this Indenture materially and which shall not adversely affect the rights and interest of the Holders any Class of Securities of any series in any material respectDebt; (7x) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to conform the provisions of this Indenture to the Offering Circular; (xi) to take any action necessary, advisable, or helpful to prevent the Issuer, or the holders of any Notes from being subject to (or to otherwise reduce) withholding or other Taxes or fees or assessments, including by complying with FATCA an the CRS or similar provisions of non-U.S. law, or to reduce the risk that the Issuer may be treated as publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or otherwise be subject to U.S. federal, state or local income tax on a net basis (including any tax liability imposed under Section 1446 of the Code or any similar provision of law); (A) with the consent of the Collateral Manager, the Retention Holder and a Majority of the Preferred Shares, to make such extent changes as shall be necessary to conform permit the obligations Issuer to issue or incur, as applicable, additional Securities of any one or more existing Classes or Junior Mezzanine Debt in accordance with this Indenture, provided that, consent to such supplemental indenture has been obtained from a Majority of the Company Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed) or (B) at the direction of a Majority of the Preferred Shares, to permit the Issuer to issue or incur, as applicable, replacement securities in connection with a Refinancing or to reduce the Interest Rate of a Class of Re-Pricing Eligible Debt in connection with a Re-Pricing, in each case in accordance with this Indenture; provided that, for the avoidance of doubt, the supplemental indenture executed in connection therewith shall only effect such additional issuance or incurrence, as applicable, Re-Pricing or Refinancing, as applicable, and shall not modify any other provisions of herein; (xiii) to modify the Trustee under procedures herein relating to compliance with Rule 17g-5; (xiv) with the consent of a Majority of the Controlling Class (such consent not to be unreasonably withheld), to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by the Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination) relating to collateral debt obligations in general published or otherwise communicated by the Rating Agency; (xv) following receipt by the Issuer of written advice of counsel with a national reputation and experienced in such matters (which may be via e-mail), to amend, modify or otherwise accommodate changes to this Indenture to comply with any statute, rule or regulation enacted by regulatory agencies of the obligations imposed on such Persons hereunder pursuant United States federal government, or by any Member State of the European Economic Area or otherwise under European law, after the First Refinancing Date that are applicable to the Trust Issuer, the Debt, the Preferred Shares or the transactions contemplated by this Indenture or the Offering Circular, including, without limitation, the EU/UK Risk Retention Requirements or any other applicable provision of each Securitization Regulation, U.S. Risk Retention Rules, securities laws or the ▇▇▇▇-▇▇▇▇▇ Act and all rules, regulations, and technical or under interpretive guidance thereunder, or any similar federal statute hereafter enacted and rules or regulations of amendment in relation to the Commission thereunder▇▇▇▇▇▇▇ Rule; (10xvi) notwithstanding paragraph (xv) above, to make any modification determined by the Retention Holder or the Collateral Manager necessary or desirable to comply with any Article 7 Reporting Request and/or to facilitate any related Article 7 Reporting (including to reflect the appointment of any Reporting Agent in connection therewith); (xvii) to amend the name of the Issuer; (xviii) with the consent of a Majority of the Controlling Class (such consent not to be unreasonably withheld), (A) to modify or amend any component of the Collateral Quality Test and the definitions related thereto which affect the calculation thereof or (B) to modify the definition of “Credit Improved Obligation,” “Credit Risk Obligation,” “Defaulted Obligation” or “Equity Security,” the restrictions on the sales of Collateral Obligations set forth herein or the Investment Criteria set forth herein (other than the calculation of the Concentration Limitations and the Collateral Quality Test); (xix) to modify or amend any component of the Concentration Limitations and the definitions related thereto which affect the calculation thereof, so long as (A) the Collateral Manager certifies that no Class of Debt would be materially and adversely affected thereby and (B) the S&P Rating Condition is satisfied; provided that, in connection with any supplemental indenture pursuant to this clause (xix) to increase or widen any component of the Concentration Limitations, consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xx) to facilitate the issuance of participation notes, combination notes, composite securities, and other similar securities by the Issuer; (xxi) to modify any provision to facilitate an exchange of one Debt for another Debt that has substantially identical terms except transfer restrictions, including to effect any serial designation relating to the exchange; (xxii) with the consent of a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed), to evidence any waiver or modification by the Rating Agency as to any material requirement or condition, as applicable, of the Rating Agency set forth herein; (xxiii) to accommodate the settlement of the Debt in book-entry form through the facilities of DTC or otherwise; (xxiv) to change the date within the month on which reports are required to be delivered hereunder; (xxv) with the consent of a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed), to enter into any additional agreements not expressly prohibited by this Indenture if the Issuer determines that such agreement would not, upon or after becoming effective, materially and adversely affect the rights and interests of the Holders of any Class of Securities; provided that any such additional agreements include customary limited recourse and non-petition provisions; (xxvi) following the occurrence of a Benchmark Transition Event and its related Benchmark Replacement Date, to enter into a Benchmark Replacement Rate Amendment if the Collateral Manager determines that a supplemental indenture is necessary in order to adopt a Benchmark Replacement and/or to make Benchmark Replacement Conforming Changes; (xxvii) to make provisions such amendments as are necessary or advisable in the good faith and reasonable judgment of the Collateral Manager to conform this Indenture to any publication by the Relevant Governmental Body on or after the First Refinancing Date of any new or updated recommendations with respect to reference rate replacement language for the conversion rights of Holders of Convertible Securities; orleveraged loan market or the collateralized loan obligation market; (11xxviii) to add toamend, modify or otherwise change or eliminate any of the provisions of this Indenture in respect so that (1) the Issuer is not a “covered fund” under the ▇▇▇▇▇▇▇ Rule, (2) the Debt is not considered to one constitute “ownership interests” under the ▇▇▇▇▇▇▇ Rule or more series of Securities; provided, however, that any such addition, change or elimination (i3) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights ownership of the Holder Debt will otherwise be exempt from the ▇▇▇▇▇▇▇ Rule; (xxix) to make any amendments necessary or desirable (as determined by the Collateral Manager in its sole discretion) to effect a change in the Issuer’s jurisdiction of formation (whether by merger, reincorporation, transfer of assets or otherwise) following any such pre-existing series of any Security other development or regulatory action with respect to anti-money laundering, bribery or corruption matters which could reasonably (as determined by the application Collateral Manager in its sole discretion) have a negative impact on the financial and/or regulatory treatment of such provision the Issuer, the Securities or the Holders; (xxx) with the consent of the Collateral Manager and a Majority of the Preferred Shares, to such pre-existing series modify the Base Management Fee or the Subordinated Management Fee; or (xxxi) with the consent of a Security or Majority of the Controlling Class (ii) shall become effective only when there is no such pre-existing series consent not to be unreasonably withheld), to change the minimum denomination of a Security outstandingany Class of Notes.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolder, the Company, when authorized by a Board ResolutionsResolution, and the Trustee and the Co-Trustee, at any time and from time to time, may enter into one amend, modify or more indentures supplemental heretosupplement this Indenture or the Securities, in form satisfactory to the Trustee and the Co-Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee or successor Co-Trustee with respect to the Securities of one or more series and Securities; or (d) to add to or change any additional Events of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant Default with respect to the requirements of Section 6.10(b);Securities; or (6e) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture; or (f) to reduce the Conversion Price; provided, however, that such reduction in the Conversion Price is in accordance with the terms of this Indenture and which or shall not adversely affect the interest interests of the Holders of Securities (after taking into account tax and other consequences of any series such reduction) in any material respect;; or (7g) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes supplement any of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination modification does not adversely affect the interests of the Holders of the Securities in any material respect; or (h) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company; or (i) shall neither to add guarantees with respect to, or to secure, the Securities; or (Aj) apply to make any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify change that does not materially adversely affect the rights of the Holder of any such pre-existing series of Holder; or (k) to add or modify any Security other provisions herein with respect to matters or questions arising hereunder which the application Company, the Trustee and the Co-Trustee may deem necessary or desirable and which would not reasonably be expected to adversely affect the interests of such provision the Holders of Securities in any material respect; or (l) to such pre-existing series conform this Indenture or the Securities to the description thereof under the caption "Description of a Security Notes" in the Offering Memorandum; or (m) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act or (ii) shall become effective only when there is no such pre-existing series any applicable requirements of a Security outstandingthe Canada Business Corporations Act.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, (a) The Owner Trustee and the Indenture Trustee, at any time and from time to time, without notice to or the consent of any holders of any Equipment Notes, may enter into one or more indentures supplemental hereto, hereto for any of the following purposes: (1i) to correct or amplify the description of any property at any time subject to the Lien of this Indenture or better to assure, convey and confirm unto the Indenture Trustee any property subject or required to be subject to the Lien of this Indenture or to subject to the Lien of this Indenture any Unit or Units substituted for any Unit or Units in accordance with the Lease; provided, however, that indenture supplements entered into for the purpose of subjecting to the Lien of this Indenture any Unit or Units substituted for any in accordance with the Lease need only be executed by the Owner Trustee; or (ii) to evidence the succession of another Person trustee to the Company, Owner Trustee and the assumption by any such successor of the covenants of the Company Owner Trustee herein and in the Securities;the (2iii) to add to the covenants of the Company Owner Trustee, for the benefit of the Holders holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesEquipment Notes, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Owner Trustee; or (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6iv) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall hereunder so long as any such action does not adversely affect the interest interests of the Holders holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of Equipment Notes; provided that no such supplement to this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change waiver or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights modification of the Holder terms hereof shall adversely affect in a substantive manner the interests of any the Lessee without the Lessee's prior written consent, and in no event shall the terms of the proviso to Section 5.03(a) or Section 5.05 be so altered or modified without such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingLessee consent.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities or Coupons, the Company, Company (when authorized by or pursuant to a Board Resolutions, Resolution) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall to principal, to change or eliminate any restrictions on the payment of principal of, any premium or interest on or any Additional Amounts with respect to Securities, to permit Bearer Securities to be necessary issued in exchange for Registered Securities, to permit Bearer Securities to be exchanged for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form;, provided any such action shall not adversely affect the interests of the Holders of Outstanding Securities of any series or any Coupons appertaining thereto in any material respect; or (4) to establish the form forms or terms of Securities of any series and any Coupons appertaining thereto as permitted by Sections 2.01 2.1 and 3.01;3.1; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);6.9; or (6) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest interests of the Holders of Securities of any series then Outstanding or any Coupons appertaining thereto or, in the case of Securities of a series issued to a PartnerRe Trust and for so long as any of the Preferred Securities issued by such PartnerRe Trust shall remain outstanding, the holders of such Preferred Securities, in any material respect;; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;; or (8) to add any additional Events of Default for the benefit of the Holders of with respect to all or any series of Securities (and if as shall be specified in such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such seriessupplemental indenture);; or (9) to modify, eliminate or add to supplement any of the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations defeasance and discharge of any series of Securities pursuant to Article 4, provided that any such action shall not adversely affect the interests of any Holder of an Outstanding Security of such series and any Coupons appertaining thereto or any other Outstanding Security or Coupon or, in the case of Securities of a series issued to a PartnerRe Trust and for so long as any of the Company and Preferred Securities issued by such PartnerRe Trust shall remain outstanding, the Trustee under this Indenture to the obligations imposed on holders of such Persons hereunder pursuant to the Trust Indenture Act or under Preferred Securities, in any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder;material respect; or (10) to make provisions with respect to the conversion or exchange rights of Holders of Convertible SecuritiesSecurities of any series; or (11) to add toamend or supplement any provision contained herein or in any supplemental indenture, change provided that no such amendment or eliminate any supplement shall materially adversely affect the interests of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security Holders of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSecurities then Outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company or the Guarantor and the assumption by any such successor of the covenants of the Company or the Guarantor, respectively, herein and in the Securities;Notes, all as provided in ARTICLE 6; or (2b) to add to the one or more covenants of the Company or other provisions for the benefit of the all Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add any additional Events of Default; or (d) to change or change eliminate any provision of this Indenture or to add any new provision to this Indenture; provided, however, that if such change, elimination or addition shall materially adversely affect the interests of the Holders, such change, elimination or addition shall become effective only pursuant to the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;Section 11.02 hereof; or (4e) to establish provide collateral security for all but not part of the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;Notes; or (5f) to evidence and provide for the acceptance of appointment hereunder by a separate or successor Trustee with respect to the Securities of one or more series Notes and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);8.10; or (6g) to change any place or places where (i) the principal of and premium, if any, and interest, if any, on the Notes shall be payable, (ii) the Notes may be surrendered for registration of transfer, (iii) the Notes may be surrendered for exchange and (iv) notices and demands to or upon the Company in respect of the Notes and this Indenture may be served; or ▇▇▇-▇▇▇▇-▇▇▇▇/13/AMERICAS (h) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other changes to the provisions hereof or to add other provisions with respect to matters or questions arising under this Indenture which Indenture, provided that such changes or additions shall not be inconsistent materially adversely affect the interests of the Holders; or (i) to change or eliminate any provision of this Indenture or to add any new provision to this Indenture in order to conform the terms of the Indenture, the Guarantee or the Notes to the “Description of Notes” section of the Offering Memorandum; or (j) upon the occurrence of a Unit Exchange Event, solely (i) provide that the Notes are convertible into Reference Property, subject to Section 12.06, and (ii) effect the related changes to the terms of the Notes required by Section 12.06, in each case, in accordance with Section 12.06. Any amendment or supplement to this Indenture authorized by the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to Section 11.01 may be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of executed by the Company and the Trustee under this Indenture to without the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations consent of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toany of the Notes at the time outstanding, change or eliminate notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSection 11.02.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of any series of Securities, the Company, when authorized by or pursuant to a resolution of the Board Resolutionsof Directors, and the Trustee, Trustee may from time to time and at any time and from time to time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, for any of the following purposes: (1a) to evidence the succession of another Person corporation to the Company, or successive successions, and the assumption by any such the successor corporation, pursuant to Article Twelve hereof, of the covenants covenants, agreements and obligations of the Company herein and in the SecuritiesSecurities contained; (2b) to add to the covenants of the Company such further covenants, restrictions or conditions for the benefit protection of the Holders of all or any series of Securities (as the Board of Directors and if such covenants are the Trustee shall consider to be for the benefit protection of less than all series the Holders of such Securities, stating that such covenants are expressly being included solely for and to make the benefit occurrence, or the occurrence and continuance, of a default in any of such seriesadditional covenants, restrictions or conditions a default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction or condition such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such default 79 71 or may limit the remedies available to surrender the Trustee upon such default and shall not adversely affect the interests of the Holders of Securities of any right or power herein conferred upon the Companyseries; (3c) to add convey. transfer, assign, mortgage or pledge to the Trustee as security for the Securities of any series, any property or change any of assets which the Company may desire or may be required to convey, transfer, assign, mortgage or pledge in accordance with the provisions of this Indenture to such extent as shall be necessary to permit Section 5.03 or facilitate the issuance of Securities in uncertificated formSection 12.02; (4d) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01Section 2.01; (5e) to cure any ambiguity, to correct or supplement any provision contained herein or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, or to make such other provisions in regard to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture; provided, however, such action shall not adversely affect the interests of the Holders of Securities of any series; or (f) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);8.11; or (6g) to cure provide for the documentation necessary for the issuance of Securities outside the United States of America. The Trustee is hereby authorized to join with the Company in the execution of any ambiguitysuch supplemental indenture, to correct or supplement make any provision herein further appropriate agreements and stipulations which may be defective therein contained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee's own rights, duties or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising immunities under this Indenture which shall not be inconsistent with or otherwise. Any supplemental indenture authorized by the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to Section 11.01 may be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of executed by the Company and the Trustee under this Indenture to without the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations consent of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toany of the Securities at the time outstanding, change or eliminate notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.Section 11.02. 80 72

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by its Board Resolutionsof Directors, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any one or more of the following purposes: (1) to evidence the succession of another Person to the Company, or successive successions, and the assumption by any such successor corporation of the covenants covenants, agreements and obligations of the Company herein and in the Securities;Notes; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon of the Company;; or (3) to add any Events of Default; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Notes in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (5) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or to surrender any right or power herein conferred upon the Company by this Indenture; or (6) to provide for uncertificated securities in addition to certificated securities; or (7) to evidence and provide for the acceptance of appointment hereunder by of a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);10.11; or (6) 8) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of Indenture, provided that such action pursuant to this Indenture and which clause (8) shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);Notes; or (9) to modify, eliminate or add to comply with the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of any securities exchange or automated quotation system on which any of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible SecuritiesNotes may be listed or traded; or (1110) to add to, change or eliminate any of the provisions of this Indenture as shall be necessary or desirable in respect accordance with any amendments to one the Trust Indenture Act, provided that such action does not adversely affect the rights or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security interests of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. Without the written consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental heretohereto to undertake clarifications and certain other changes that would not adversely affect Holders in any material respect, for any of the following purposesincluding changes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities; (2) to add to the covenants of the Company such new covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions pursuant to Section 9.1(2) an Event of Default; (4) to modify, eliminate or add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate effect the issuance qualification of Securities in uncertificated form; (4) the indenture under the Trust Indenture Act, and to establish the form or terms of Securities of any series add to this Indenture such other provisions as may be expressly permitted by Sections 2.01 and 3.01the Trust Indenture Act, excluding however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (5) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provisions herein or in any supplemental indenture; (6) to secure the Securities of all or any series; (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) 8) to cure establish the form or terms of Securities of any ambiguityseries as permitted by Sections 2.1 and 3.1, including any subordination provisions, to correct or supplement any provision herein which may be defective or inconsistent with any other provision hereinissue Securities and, or if specified in the applicable supplemental indenture, additional Securities, thereunder; or (9) to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such action shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company or the Guarantor and the assumption by any such successor of the covenants of the Company or the Guarantor, as the case may be, herein and in the SecuritiesNotes or the Note Guarantee, respectively; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes in uncertificated global form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) [RESERVED] (6) to secure the Notes or Guarantee thereof; (7) to comply with the requirements of the Commission in order to effect or maintain qualification of this Indenture under the TIA; (8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series Notes and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)6.10; (69) to make provision with respect to the conversion rights of the Holders pursuant to the requirements of Section 12.6 or the obligations of a successor to the Company pursuant to the requirements of Section 7.1; (10) to increase the Conversion Rate or increase the consideration payable to any Holder, provided that no such increase individually or in the aggregate with all other such increases has or will have an adverse effect on the interests of the Holders; or (11) to cure any ambiguity, to correct any mistake or correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided such other provisions shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingNotes.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of any HoldersHolders (other than as expressly provided in this Section 8.1), but only with the prior written consent of the Asset Manager, the Company, when authorized by Board Resolutions, Issuer and the Collateral Trustee, at any time and from time to time, time may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Collateral Trustee, (x) if such supplemental indenture would have no material adverse effect on any Class of Debt or (y) notwithstanding anything to the contrary in this Indenture or the Credit Agreements, for any of the following purposes: (1i) to evidence the succession of another any Person to the CompanyIssuer, and the assumption by any such successor Person of the covenants and obligations of the Company Issuer contained herein or in the Credit Agreements and in the SecuritiesDebt; (2ii) to add to the covenants of the Company Issuer or the Collateral Trustee for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesDebt, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyIssuer by this Indenture or the Credit Agreements; (3iii) to convey, transfer, assign, mortgage or pledge any additional property to or with the Collateral Trustee, or add to the conditions, limitations or change any restrictions on the authorized amount, terms and purposes of the provisions issue, authentication and delivery of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formDebt; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iv) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture or the Credit Agreements as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Collateral Trustee, pursuant to the requirements of Section 6.10(b)Sections 6.9, 6.10 or 6.12; (6v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to correct, amplify or otherwise improve any pledge, assignment or conveyance to the Collateral Trustee of any property subject or required to be subject to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations), or to cause any additional property to be subject to the lien of this Indenture; (vi) to cure any ambiguity, to ambiguity or manifest error or correct or supplement any provision provisions herein or in the Credit Agreements which may be defective or inconsistent with any other provision hereinor make any modification that is of a formal, minor or technical nature; provided that, notwithstanding anything in this Indenture to the contrary and without regard to any other consent requirement specified in this Indenture, any supplemental indenture to be entered into pursuant this clause (vi) may also provide for any corrective measures or ancillary amendments (as determined by the Issuer or the Asset Manager on its behalf) to this Indenture to give effect to such supplemental indenture as if it had been effective as of the Closing Date; (vii) to take any action necessary or advisable to prevent the Issuer, the Holders or beneficial owners of any Class of Debt or the Collateral Trustee from becoming subject to (or otherwise to reduce) withholding or other taxes, fees or assessments; (viii) to amend, modify or otherwise accommodate changes to the provisions hereof to (A) effect the issuance and/or incurrence of Additional Debt in accordance with the requirements of Section 2.11 or the Credit Agreements or participation notes, combination notes, composite securities and other similar securities in connection therewith or (B) in connection with the issuance and/or incurrence of Additional Debt or a Refinancing, with the consent of the Asset Manager, make such amendments, modifications or changes that do not materially and adversely affect the rights or interest of holders of any Class of Debt and are determined by the Asset Manager to be necessary in order for such issuance and/or incurrence of additional Debt or Refinancing not to be in violation of any U.S. Risk Retention Rules; (ix) to modify the restrictions on and procedures for resales and other transfers of the Debt to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any less restrictive exemption from registration under the Securities Act or the Investment Company Act or to remove restrictions on resale and transfer to the extent not required thereunder after receipt of an Opinion of Counsel; (x) to accommodate the settlement of the Debt in book-entry form through the facilities of the Depository or otherwise; (xi) to conform this Indenture and/or the Credit Agreements to the Final Offering Memorandum; (xii) to authorize the appointment of any listing agent, Transfer Agent, Paying Agent or additional registrar for any Class of Debt required or advisable in connection with the listing of any Class of Debt on any stock exchange, and otherwise to amend this Indenture or the Credit Agreements to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, Transfer Agent, Paying Agent or additional registrar for any Class of Debt in connection therewith; (xiii) to make appropriate changes for the Debt to be listed on an exchange or to make appropriate changes for the Debt to be de-listed from an exchange, if, in the sole judgment of the Asset Manager, the maintenance of the listing is unduly onerous or burdensome; (xiv) to modify the representations as to Collateral in this Indenture in order that it may be consistent with applicable laws or Rating Agency requirements; (xv) to evidence any waiver by any Rating Agency as to any requirement or condition, as applicable, of the Rating Agency in this Indenture or the Credit Agreements; (xvi) to facilitate hedging transactions; (xvii) to facilitate the repurchase of Debt by the Issuer in accordance with Section 7.20; (xviii) to modify any provision to facilitate an exchange of one security for another security of the same issuers that has substantially identical terms except transfer restrictions, including to effect any serial designation relating to the exchange; (xix) to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by any Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination, including, for the avoidance of doubt, ratings on the Rated Debt or the Underlying Assets) relating to collateral debt obligations in general published or otherwise communicated by the applicable Rating Agency; (xx) to change the name of the Issuer in connection with the change in name or identity of the Asset Manager or as otherwise required pursuant to a contractual obligation or to avoid the use of a trade name or trademark in respect of which the Issuer does not have a license; (xxi) to amend, modify or otherwise accommodate changes to this Indenture relating to compliance with Rule 17g-5 under the Exchange Act or to permit compliance with the D▇▇▇-F▇▇▇▇ ▇▇▇▇ Street Reform and Consumer Protection Act (including, without limitation, the V▇▇▇▇▇▇ Rule), as applicable to the Issuer, the Asset Manager or the Debt, or to make comply with any other provisions with respect rule or regulation enacted by regulatory agencies of the United States federal government after the Closing Date that are applicable to matters the Debt or questions arising under the transactions contemplated by this Indenture or the Credit Agreements; (xxii) to reduce the Authorized Denomination of any Class, subject to applicable law; provided that such reduction does not result in additional requirements in connection with any stock exchange on which shall not be inconsistent Debt is listed; (xxiii) to effect or facilitate any Refinancing or Re-Pricing in accordance with the provisions requirements of this Indenture and which shall not adversely affect Article IX; (1) in connection with a Refinancing or Re-Pricing of any of the interest Debt, with the written consent of the Holders of Securities a Majority of any series the Subordinated Notes and the Asset Manager, to extend the end date of the Non-Call Period for all Classes to a date after the effective date of such Refinancing or Re-Pricing, or (2) in any material respect; (7) to add toconnection with a Refinancing of all Classes of Rated Debt in full, delete from or revise with the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit written consent of the Holders of all a Majority of the Subordinated Notes and the Asset Manager, modifications to (A) effect an extension of the end of the Reinvestment Period, (B) effect an extension of the Non-Call Period, (C) modify the Weighted Average Life Test, (D) provide for a stated maturity of the replacement securities or any series loans or other financial arrangements issued or entered into in connection with such Refinancing that is later than the Stated Maturity of Securities the Rated Debt, (and if such additional Events E) effect an extension of Default are the Stated Maturity of the Subordinated Notes or (F) to be for otherwise modify the benefit terms of less than all series this Indenture in connection with or to effect a Refinancing in accordance with the requirements of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series)Article IX; (9xxv) to modifymake any modification or amendment determined by the Issuer or the Asset Manager (in consultation with legal counsel of national reputation experienced in such matters) as necessary or advisable (A) for any Class of Rated Debt to not be considered an “ownership interest” as defined for purposes of the V▇▇▇▇▇▇ Rule, eliminate (B) for the Issuer to not otherwise be considered a “covered fund” as defined for purposes of the V▇▇▇▇▇▇ Rule or add (C) for ownership of the Rated Debt to be otherwise exempt from the V▇▇▇▇▇▇ Rule, in each case so long as any such modification or amendment would not have a material adverse effect on any Class of Debt, as evidenced by an officer’s certificate of the Issuer, the Asset Manager or any investment banking firm or other independent expert familiar with the market for the Debt; (xxvi) to make any Benchmark Replacement Conforming Changes following the effective date of an Alternative Reference Rate; (xxvii) to take any action necessary or advisable for the Bankruptcy Subordination Agreement; and to issue a new Note or Notes in respect of, or issue one or more new sub-classes of, any Class of Debt, in each case with new identifiers (including CUSIPs, ISINs and Common Codes, as applicable), to the provisions extent that the Issuer or the Collateral Trustee determines that one or more beneficial owners of the Debt of such Class have failed to comply with the Bankruptcy Subordination Agreement; provided that any sub-class of a Class of Debt issued pursuant to this clause shall be issued on identical terms as, and rank pari passu in all respects with, the existing Notes of such Class; (xxviii) to amend, modify or otherwise accommodate changes to this Indenture or the Credit Agreements to facilitate the Issuer’s or the Asset Manager’s compliance with the U.S. Risk Retention Rules, the EU Securitisation Regulation or the UK Securitisation Framework or the EU/UK Transparency Requirements (including any legislation supplemental thereto) or to provide information to Holders of the Debt or Competent Authorities (as determined under the EU Securitisation Regulation or the UK Securitisation Framework) of the type contemplated by the EU/UK Transparency Requirements for transactions subject to the EU/UK Transparency Requirements, if the Asset Manager has determined based on advice of nationally recognized counsel that such amendment, modification or other change is necessary or advisable to facilitate the Issuer’s or the Asset Manager’s compliance with the U.S. Risk Retention Rules, the EU Securitisation Regulation or the UK Securitisation Framework, as applicable; or (xxix) to take any action necessary or advisable to prevent the Issuer, the Holders or beneficial owners of any Class of Debt or the Collateral Trustee from becoming subject to (or otherwise to reduce) withholding or other taxes, fees or assessments. (b) The Collateral Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations which may be therein contained, but the Collateral Trustee shall not be obligated to enter into any such supplemental indenture which affects the Collateral Trustee’s own rights, duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. (c) No such proposed supplemental indenture under clause (a)(y)(viii) with respect to issuances of additional Class A Notes or Additional Debt ranking pari passu with the existing Class A Notes may be executed without the consent of a Majority of the Class A Notes. (d) No such proposed supplemental indenture under clauses (a)(x), (a)(y)(xiv), (a)(y)(xv), (a)(y)(xix) or (a)(y)(xxv) may be executed pursuant to such clause without the consent of a Majority of the Controlling Class if a Majority of the Controlling Class notifies the Collateral Trustee that the Controlling Class objects in writing to such supplemental indenture within 10 Business Days of the Collateral Trustee’s distribution of a notice of such proposed supplemental indenture pursuant to Section 8.3(a); provided that such objection may be withdrawn by any Holder at any time. (e) To the extent the Issuer executes a supplemental indenture or other modification or amendment of this Indenture to such extent as shall be necessary to conform the obligations for purposes of the Company and the Trustee under conforming this Indenture to the obligations imposed on such Persons hereunder Final Offering Memorandum pursuant to the Trust Indenture Act clause (a)(y)(xi) above and one or under any similar federal statute hereafter enacted and rules more other amendment provisions described above also applies to such conforming amendment effected by such supplemental indenture or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toother modification or amendment, change such supplemental indenture or eliminate any of the provisions other modification or amendment of this Indenture in respect will be deemed to one be a supplemental indenture, modification or more series amendment to conform this Indenture to the Final Offering Memorandum pursuant to clause (a)(y)(xi) above regardless of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security the applicability of any series issued prior to the execution of such other provision regarding supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingindentures set forth in this Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the equal and ratable benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add to or change any secure the Company's obligations in respect of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;Securities; or (4) to establish make provision with respect to the form or terms conversion rights of Securities Holders pursuant to the requirements of any series as permitted by Sections 2.01 and 3.01;Article XIII; or (5) to evidence and provide for make any changes or modifications to this Indenture necessary in connection with the acceptance registration of appointment hereunder by a successor Trustee with respect to any Transfer Restricted Securities under the Securities of one or more series and Act as contemplated by Section 10.11, provided that such action pursuant to add to or change any this clause (5) shall not adversely affect the interests of the provisions Holders of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);Securities; or (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to correct or supplement any provision herein which limits, qualifies or conflicts with a provision of the Trust Indenture Act which is required under such Act to be a part of and govern this Indenture, in any case to the extent necessary to qualify this Indenture under the Trust Indenture Act, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided that such action pursuant to this clause (6) shall not adversely affect the interest interests or legal rights of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of the Holders of any Holders, Securities (except any consent explicitly required below) (but with the Company, when authorized by Board Resolutions, written consent of the Collateral Manager) and the Trustee, at any time and from time to time, subject to Section 8.3, and without regard to whether any Class would be materially and adversely affected thereby (except as expressly provided below), the Issuer and the Collateral Trustee may enter into one or more indentures supplemental hereto, in form satisfactory to the Collateral Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company, Issuer and the assumption by any such successor Person of the covenants of the Company herein Issuer herein, in the Class A-1L-1 Loan Agreement, in the Class A-1L-2 Loan Agreement and in the Securities; (2ii) to add to the covenants of the Company Issuer or the Collateral Trustee for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanySecured Parties; (3iii) to convey, transfer, assign, mortgage or pledge any property to or with the Collateral Trustee or add to the conditions, limitations or change any restrictions on the authorized amount, terms and purposes of the provisions issue, authentication and delivery of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formSecurities; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iv) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee with respect to (or under the Securities of one Class A-1L-1 Loan Agreement or more series under the Class A-1L-2 Loan Agreement by a successor Loan Agent) and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Collateral Trustee, pursuant to the requirements of Section 6.10(b)Sections 6.9, 6.10 and 6.12 hereof; (6v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to better assure, convey and confirm unto the Collateral Trustee any property subject or required to be subjected to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations, whether pursuant to Section 7.5 or otherwise) or to subject to the lien of this Indenture any additional property; (vi) to modify the restrictions on and procedures for resales and other transfers of Securities to reflect any changes in ERISA or other applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any exemption from registration under the Securities Act or the 1940 Act or otherwise comply with any applicable securities law; (vii) to remove restrictions on resale and transfer of Securities to the extent not required under clause (vi) above; (viii) to facilitate (A) the listing of any of the Debt on any non-U.S. exchange, (B) compliance with the guidelines of such exchange, or (C) if so listed, the de-listing of any of the Debt from such exchange if the Collateral Manager determines that the costs and burdens of maintaining such listing are excessive; (ix) to correct any inconsistent or defective provisions herein or to cure any ambiguity, to correct omission or supplement errors herein; provided that any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall such supplemental indenture does not be inconsistent with the provisions of this Indenture materially and which shall not adversely affect the interest of the Holders of Securities rights and interests of any series in any material respectClass of Debt; (7x) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to conform the provisions of this Indenture to the Offering Circular; (xi) to take any action necessary, advisable, or helpful to prevent the Issuer, or the holders of any Debt from being subject to (or to otherwise reduce) withholding or other Taxes or fees, or to reduce the risk that the Issuer may be treated as publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or otherwise be subject to U.S. federal, state or local income tax on a net basis (including any tax liability imposed under Section 1446 of the Code or any similar provision of law); (A) with the consent of the Collateral Manager, the Retention Holder and a Majority of the Preferred Shares, to make such extent changes as shall be necessary to conform permit the obligations Issuer to issue or incur, as applicable, additional Securities of any one or more existing Classes or Junior Mezzanine Debt in accordance with this Indenture or (B) at the direction of a Majority of the Company Preferred Shares, to permit the Issuer to issue or incur, as applicable, replacement securities in connection with a Refinancing or to reduce the Interest Rate of a Class of Re-Pricing Eligible Debt in connection with a Re-Pricing, in each case in accordance with this Indenture; provided, that, for the avoidance of doubt, the supplemental indenture executed in connection therewith shall only effect such additional issuance or incurrence, as applicable, Re-Pricing or Refinancing, as applicable, and shall not modify any other provisions of herein; provided further that consent to such supplemental indenture has been obtained from a Majority of the Trustee under Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xiii) to modify the procedures herein relating to compliance with Rule 17g-5; (xiv) to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by the Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination) relating to collateral debt obligations in general published or otherwise communicated by the Rating Agency; provided that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xv) following receipt by the Issuer of written advice of counsel with a national reputation and experienced in such matters (which may be via e-mail), to amend, modify or otherwise accommodate changes to this Indenture to comply with any statute, rule or regulation enacted by regulatory agencies of the obligations imposed on such Persons hereunder pursuant United States federal government, or by any Member State of the European Economic Area or otherwise under European law, after the Closing Date that are applicable to the Trust Issuer, the Debt, the Preferred Shares or the transactions contemplated by this Indenture or the Offering Circular, including, without limitation, the EU/UK Risk Retention Requirements or any other applicable provision of each Securitization Regulation, U.S. Risk Retention Rules, securities laws or the ▇▇▇▇-▇▇▇▇▇ Act and all rules, regulations, and technical or under interpretive guidance thereunder, or any similar federal statute hereafter enacted and rules or regulations of amendment in relation to the Commission thereunder▇▇▇▇▇▇▇ Rule; (10xvi) notwithstanding paragraph (xv) above, to make any modification determined by the Retention Holder or the Collateral Manager necessary or desirable to comply with any Article 7 Reporting Request and/or to facilitate any related Article 7 Reporting (including to reflect the appointment of any Reporting Agent in connection therewith); (xvii) to amend the name of the Issuer; (xviii) (A) to modify or amend any component of the Collateral Quality Test and the definitions related thereto which affect the calculation thereof or (B) to modify the definition of “Credit Improved Obligation,” “Credit Risk Obligation,” “Defaulted Obligation” or “Equity Security,” the restrictions on the sales of Collateral Obligations set forth herein or the Investment Criteria set forth herein (other than the calculation of the Concentration Limitations and the Collateral Quality Test); provided, in each case under the foregoing clauses (A) and (B), that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xix) to modify or amend any component of the Concentration Limitations and the definitions related thereto which affect the calculation thereof, so long as (A) the Collateral Manager certifies that no Class of Debt would be materially and adversely affected thereby and (B) the S&P Rating Condition is satisfied; provided that, in connection with any supplemental indenture pursuant to this clause (xix) to increase or widen any component of the Concentration Limitations, consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xx) to facilitate the issuance of participation notes, combination notes, composite securities, and other similar securities by the Issuer; (xxi) to modify any provision to facilitate an exchange of one Debt for another Debt that has substantially identical terms except transfer restrictions, including to effect any serial designation relating to the exchange; (xxii) to evidence any waiver or modification by the Rating Agency as to any material requirement or condition, as applicable, of the Rating Agency set forth herein; provided that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xxiii) to accommodate the settlement of the Debt in book-entry form through the facilities of DTC or otherwise; (xxiv) to change the date within the month on which reports are required to be delivered hereunder; (xxv) to enter into any additional agreements not expressly prohibited by this Indenture if the Issuer determines that such agreement would not, upon or after becoming effective, materially and adversely affect the rights and interests of the Holders of any Class of Securities; provided that (x) any such additional agreements include customary limited recourse and non-petition provisions and (y) consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, delayed or conditioned); (xxvi) following the occurrence of a Benchmark Transition Event and its related Benchmark Replacement Date, to enter into a Benchmark Replacement Rate Amendment if the Collateral Manager determines that a supplemental indenture is necessary in order to adopt a Benchmark Replacement and/or to make Benchmark Replacement Conforming Changes; (xxvii) to make provisions such amendments as are necessary or advisable in the good faith and reasonable judgment of the Collateral Manager to conform this Indenture to any publication by the Relevant Governmental Body on or after the Closing Date of any new or updated recommendations with respect to reference rate replacement language for the conversion rights of Holders of Convertible Securities; orleveraged loan market or the collateralized loan obligation market; (11xxviii) to add toamend, modify or otherwise change or eliminate any of the provisions of this Indenture in respect so that (1) the Issuer is not a “covered fund” under the ▇▇▇▇▇▇▇ Rule, (2) the Debt is not considered to one constitute “ownership interests” under the ▇▇▇▇▇▇▇ Rule or more series of Securities; provided, however, that any such addition, change or elimination (i3) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights ownership of the Holder Debt will otherwise be exempt from the ▇▇▇▇▇▇▇ Rule; or (xxix) to make any amendments necessary or desirable (as determined by the Collateral Manager in its sole discretion) to effect a change in the Issuer’s jurisdiction of formation (whether by merger, reincorporation, transfer of assets or otherwise) following any such pre-existing series of any Security other development or regulatory action with respect to anti-money laundering, bribery or corruption matters which could reasonably (as determined by the application Collateral Manager in its sole discretion) have a negative impact on the financial and/or regulatory treatment of such provision to such pre-existing series of a Security the Issuer, the Securities or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthe Holders.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default with respect to all or any series of Securities for the benefit of the Holders of any Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish form or in the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;Book-Entry Securities; or (5) to secure the Securities; or (6) to add to the rights of the Holders of any Securities; or (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b);; or (68) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Securities, as herein set forth; or (9) to make any change that does not adversely affect the rights of any Holder in any material respect; or (10) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent Indenture, provided that such action pursuant to this clause (10) other than with the provisions of this Indenture and which respect to a defective provision shall not adversely affect the interest interests of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to secure the Securities pursuant to the requirements of Section 1006 or otherwise; or (2) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (23) to add to the covenants of the Company or the Events of Default for the benefit of the Holders of all or any series of Securities (and if such covenants or Events of Default are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Events of (34) to add to to, change or change eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, however, that any such addition, change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; or (45) to establish the form or terms of Securities securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (56) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, to comply with any applicable mandatory provisions of law or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this Clause (6) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (7) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth;611; or (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform effect the obligations qualification of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to under the Trust Indenture Act or under any similar federal statute hereafter enacted subsequently enacted, and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of to this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to other provisions as may be expressly required under the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingTrust Indenture Act.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Securities contained; or (2) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or to surrender any right or power herein conferred upon the Company; or (3) to establish the form or terms of Securities of any series as permitted by Sections 2.1 or 3.1; or (4) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (35) to add any additional Events of Default; or (6) to change or change eliminate any of the provisions of this Indenture Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; or (47) to establish cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (7) shall not materially adversely affect the form or terms interest of the Holders of Securities of any series or, in the case of the Securities of a series issued to a Sierra Pacific Trust and for so long as permitted by Sections 2.01 and 3.01;any of the corresponding series of Preferred Securities shall remain outstanding, the holders of such Preferred Securities; or (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9) to modify, eliminate comply with the requirements of the Commission in order to effect or add to maintain the provisions qualification of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingAct.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory, to the Trustee, for any of the following purposesfollowing: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the SecuritiesSecurities contained; (2) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or to surrender any right or power herein conferred upon the Company; (3) to establish the form or terms of Securities of any series as permitted by Sections 2.01 or 3.01; (4) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (35) to add any additional Events of Default; (6) to change or change eliminate any of the provisions of this Indenture Indenture; provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; 92 83 (47) to establish cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture; provided that such action pursuant to this clause (7) shall not materially adversely affect the form or terms interest of the Holders of Securities of any series or, in the case of the Securities of a series issued to a Bancorp Hawaii Capital Trust and for so long as permitted by Sections 2.01 and 3.01any of the corresponding series of Capital Securities shall remain outstanding, the holders of such Capital Securities; (5) 8) to evidence and provide for the acceptance of appointment hereunder by a successor Successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b6.11(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);; or (9) to modify, eliminate comply with the requirements of the Commission in order to effect or add to maintain the provisions qualification of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingAct.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolder, the Company, when authorized by a Board ResolutionsResolution, and the Trustee and the Co-Trustee, at any time and from time to time, may enter into one amend, modify or more indentures supplemental heretosupplement this Indenture or the Securities, in form satisfactory to the Trustee and the Co-Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee or successor Co-Trustee with respect to the Securities of one or more series and Securities; or (d) to add to or change any additional Events of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant Default with respect to the requirements of Section 6.10(b);Securities; or (6e) to cure any ambiguityambiguity or defect, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture; or (f) to reduce the Conversion Price; provided, however, that such reduction in the Conversion Price is in accordance with the terms of this Indenture and which or shall not adversely affect the interest interests of the Holders of Securities (after taking into account tax and other consequences of any series such reduction) in any material respect;; or (7g) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes supplement any of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform permit or facilitate the obligations discharge of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination modification does not adversely affect the interests of the Holders of the Securities in any material respect; or (h) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company; or (i) shall neither to add guarantees with respect to, or to secure, the Securities; or (Aj) apply to make any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify change that does not materially adversely affect the rights of the Holder of any such pre-existing series of Holder; or (k) to add or modify any Security other provisions herein with respect to matters or questions arising hereunder which the application Company, the Trustee and the Co-Trustee may deem necessary or desirable and which would not reasonably be expected to adversely affect the interests of such provision the Holders of Securities in any material respect; or (l) to such pre-existing series conform this Indenture or the Securities to the description thereof under the caption "Description of a Security notes" in the Offering Memorandum; or (m) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act or (ii) shall become effective only when there is no such pre-existing series any applicable requirements of a Security outstandingthe Canada Business Corporations Act.

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Debentures or Coupons, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;Debentures; or (2b) to add to the covenants of the Company for the benefit of the Holders of Debentures of all or any series of Securities (and if such covenants are to be for the benefit of Debentures of less than all series of Securitiesseries, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add any additional Events of Default (and if such Events of Default are to be for the benefit of Debentures of less than all series, stating that such Events of Default are expressly being included solely for the benefit of such series); or (d) to change or change eliminate any of the provisions of this Indenture Indenture, provided that any such change or elimination shall become effective only when there is no Debenture Outstanding of any series created prior to the execution of such extent as shall be necessary supplemental indenture which is entitled to permit or facilitate the issuance benefit of Securities in uncertificated form;such provision; or (4e) to establish the form or terms of Securities Debentures of any series and any related Coupons as permitted by Sections 2.01 and 3.01;2.1; or 53 (5f) to evidence and provide for the acceptance of appointment hereunder thereunder by a successor Trustee with respect to the Securities Debentures of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b5.8(b);; or (6g) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture, provided that such action shall not adversely affect the interest interests of the Holders of Securities Debentures of any series or any related Coupons in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add to, change or eliminate any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstanding.

Supplemental Indentures Without Consent of Holders. (a) Without the consent of any HoldersHolders (other than as expressly provided in this Section 8.1), but only with the prior written consent of the Asset Manager, the Company, when authorized by Board Resolutions, Issuer and the Trustee, at any time and from time to time, time may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, (x) if such supplemental indenture would have no material adverse effect on any Class of Notes or (y) notwithstanding anything to the contrary in this Indenture, for any of the following purposes: (1i) to evidence the succession of another any Person to the CompanyIssuer, and the assumption by any such successor Person of the covenants and obligations of the Company Issuer contained herein and in the SecuritiesNotes; (2ii) to add to the covenants of the Company Issuer or the Trustee for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyIssuer by this Indenture; (3iii) to convey, transfer, assign, mortgage or pledge any additional property to or with the Trustee, or add to the conditions, limitations or change any restrictions on the authorized amount, terms and purposes of the provisions issue, authentication and delivery of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated formNotes; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5iv) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series T▇▇▇▇▇▇ and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b)Sections 6.9, 6.10 or 6.12; (6v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to correct, amplify or otherwise improve any pledge, assignment or conveyance to the Trustee of any property subject or required to be subject to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations), or to cause any additional property to be subject to the lien of this Indenture; (vi) to cure any ambiguity, to ambiguity or manifest error or correct or supplement any provision provisions herein which may be defective or inconsistent with any other provision hereinor make any modification that is of a formal, minor or technical nature; provided that, notwithstanding anything in this Indenture to the contrary and without regard to any other consent requirement specified in this Indenture, any supplemental indenture to be entered into pursuant this clause (vi) may also provide for any corrective measures or ancillary amendments (as determined by the Issuer or the Asset Manager on its behalf) to this Indenture to give effect to such supplemental indenture as if it had been effective as of the Closing Date; (vii) to take any action necessary or advisable to prevent the Issuer, the Holders or beneficial owners of any Class of Notes or the Trustee from becoming subject to (or otherwise to reduce) withholding or other taxes, fees or assessments; (viii) to amend, modify or otherwise accommodate changes to the provisions hereof to (A) effect the issuance of Additional Notes in accordance with the requirements of Section 2.11 or participation notes, combination notes, composite securities and other similar securities in connection therewith or (B) in connection with the issuance of Additional Notes or a Refinancing, with the consent of the Asset Manager, make such amendments, modifications or changes that do not materially and adversely affect the rights or interest of holders of any Class of Notes and are determined by the Asset Manager to be necessary in order for such issuance of additional Notes or Refinancing not to be in violation of any U.S. Risk Retention Rules; (ix) to modify the restrictions on and procedures for resales and other transfers of the Notes to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any less restrictive exemption from registration under the Securities Act or the Investment Company Act or to remove restrictions on resale and transfer to the extent not required thereunder after receipt of an Opinion of Counsel; (x) to accommodate the settlement of the Notes in book-entry form through the facilities of the Depository or otherwise; (xi) to conform this Indenture to the Final Offering Memorandum; (xii) to authorize the appointment of any listing agent, Transfer Agent, Paying Agent or additional registrar for any Class of Notes required or advisable in connection with the listing of any Class of Notes on any stock exchange, and otherwise to amend this Indenture to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, Transfer Agent, Paying Agent or additional registrar for any Class of Notes in connection therewith; (xiii) to make appropriate changes for the Notes to be listed on an exchange or to make appropriate changes for the Notes to be de-listed from an exchange, if, in the sole judgment of the Asset Manager, the maintenance of the listing is unduly onerous or burdensome; (xiv) to modify the representations as to Collateral in this Indenture in order that it may be consistent with applicable laws or Rating Agency requirements; (xv) to evidence any waiver by any Rating Agency as to any requirement or condition, as applicable, of the Rating Agency in this Indenture; (xvi) to facilitate hedging transactions; (xvii) to facilitate the repurchase of Notes by the Issuer in accordance with Section 7.20; (xviii) to modify any provision to facilitate an exchange of one security for another security of the same issuers that has substantially identical terms except transfer restrictions, including to effect any serial designation relating to the exchange; (xix) to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by any Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination, including, for the avoidance of doubt, ratings on the Rated Notes or the Underlying Assets) relating to collateral debt obligations in general published or otherwise communicated by the applicable Rating Agency; (xx) to change the name of the Issuer in connection with the change in name or identity of the Asset Manager or as otherwise required pursuant to a contractual obligation or to avoid the use of a trade name or trademark in respect of which the Issuer does not have a license; (xxi) to amend, modify or otherwise accommodate changes to this Indenture relating to compliance with Rule 17g-5 under the Exchange Act or to permit compliance with the D▇▇▇-F▇▇▇▇ ▇▇▇▇ Street Reform and Consumer Protection Act (including, without limitation, the V▇▇▇▇▇▇ Rule), as applicable to the Issuer, the Asset Manager or the Notes, or to make comply with any rule or regulation enacted by regulatory agencies of the United States federal government after the Closing Date that are applicable to the Notes or the transactions contemplated by this Indenture; (xxii) to reduce the Authorized Denomination of any Class (other provisions than the Subordinated Notes), subject to applicable law; provided that such reduction does not result in additional requirements in connection with respect any stock exchange on which Notes are listed; (xxiii) to matters effect or questions arising under this Indenture which shall not be inconsistent facilitate any Refinancing or Re-Pricing in accordance with the provisions requirements of this Indenture and which shall not adversely affect Article IX; (1) in connection with a Refinancing or Re-Pricing of any of the interest Notes, with the written consent of the Holders of Securities a Majority of any series the Subordinated Notes and the Asset Manager, to extend the end date of the Non-Call Period for all Classes to a date after the effective date of such Refinancing or Re-Pricing, or (2) in any material respect; (7) to add toconnection with a Refinancing of all Classes of Rated Notes in full, delete from or revise with the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit written consent of the Holders of all a Majority of the Subordinated Notes and the Asset Manager, modifications to (A) effect an extension of the end of the Reinvestment Period, (B) effect an extension of the Non-Call Period, (C) modify the Weighted Average Life Test, (D) provide for a stated maturity of the replacement securities or any series loans or other financial arrangements issued or entered into in connection with such Refinancing that is later than the Stated Maturity of Securities the Rated Notes, (and if such additional Events E) effect an extension of Default are the Stated Maturity of the Subordinated Notes or (F) to be for otherwise modify the benefit terms of less than all series this Indenture in connection with or to effect a Refinancing in accordance with the requirements of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series)Article IX; (9xxv) to modifymake any modification or amendment determined by the Issuer or the Asset Manager (in consultation with legal counsel of national reputation experienced in such matters) as necessary or advisable (A) for any Class of Rated Notes to not be considered an “ownership interest” as defined for purposes of the V▇▇▇▇▇▇ Rule, eliminate (B) for the Issuer to not otherwise be considered a “covered fund” as defined for purposes of the V▇▇▇▇▇▇ Rule or add (C) for ownership of the Rated Notes to be otherwise exempt from the V▇▇▇▇▇▇ Rule, in each case so long as any such modification or amendment would not have a material adverse effect on any Class of Notes, as evidenced by an officer’s certificate of the Issuer, the Asset Manager or any investment banking firm or other independent expert familiar with the market for the Notes; (xxvi) to make any Benchmark Replacement Conforming Changes following the effective date of an Alternative Reference Rate; (xxvii) to take any action necessary or advisable for the Bankruptcy Subordination Agreement; and to issue a new Note or Notes in respect of, or issue one or more new sub-classes of, any Class of Notes, in each case with new identifiers (including CUSIPs, ISINs and Common Codes, as applicable), to the provisions extent that the Issuer or the Trustee determines that one or more beneficial owners of the Notes of such Class have failed to comply with the Bankruptcy Subordination Agreement; provided that any sub-class of a Class of Notes issued pursuant to this clause shall be issued on identical terms as, and rank pari passu in all respects with, the existing Notes of such Class; (xxviii) to amend, modify or otherwise accommodate changes to this Indenture facilitate the Issuer’s or the Asset Manager’s compliance with the U.S. Risk Retention Rules, the EU Securitisation Regulation or the UK Securitisation Framework or the EU/UK Transparency Requirements (including any legislation supplemental thereto) or to provide information to Holders of the Notes or Competent Authorities (as determined under the Securitisation Regulations) of the type contemplated by the EU/UK Transparency Requirements for transactions subject to the EU/UK Transparency Requirements, if the Asset Manager has determined based on advice of nationally recognized counsel that such amendment, modification or other change is necessary or advisable to facilitate the Issuer’s or the Asset Manager’s compliance with the U.S. Risk Retention Rules, the EU Securitisation Regulation or the UK Securitisation Framework, as applicable; or (xxix) to take any action necessary, advisable, or helpful to reduce the risk of the Issuer being subject to U.S. federal, state or local income tax on a net income basis (including any tax liability under Section 1446 of the Code). (b) The Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations which may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. (c) No such proposed supplemental indenture under clause (a)(y)(viii) with respect to issuances of additional Class A-1 Notes or Additional Notes ranking pari passu with the existing Class A-1 Notes may be executed without the consent of a Majority of the Class A-1 Notes. (d) No such proposed supplemental indenture under clauses (a)(x), (a)(y)(xiv), (a)(y)(xv), (a)(y)(xix) or (a)(y)(xxv) may be executed pursuant to such clause without the consent of a Majority of the Controlling Class if a Majority of the Controlling Class notifies the Trustee that the Controlling Class objects in writing to such supplemental indenture within 10 Business Days of the Trustee’s distribution of a notice of such proposed supplemental indenture pursuant to Section 8.3(a); provided that such objection may be withdrawn by any Holder at any time. (e) To the extent the Issuer executes a supplemental indenture or other modification or amendment of this Indenture to such extent as shall be necessary to conform the obligations for purposes of the Company and the Trustee under conforming this Indenture to the obligations imposed on such Persons hereunder Final Offering Memorandum pursuant to the Trust Indenture Act clause (a)(y)(xi) above and one or under any similar federal statute hereafter enacted and rules more other amendment provisions described above also applies to such conforming amendment effected by such supplemental indenture or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toother modification or amendment, change such supplemental indenture or eliminate any of the provisions other modification or amendment of this Indenture in respect will be deemed to one be a supplemental indenture, modification or more series amendment to conform this Indenture to the Final Offering Memorandum pursuant to clause (a)(y)(xi) above regardless of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security the applicability of any series issued prior to the execution of such other provision regarding supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingindentures set forth in this Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the CompanyCompany or any other obligor on the Notes, and the assumption by any such successor of the covenants of the Company or such obligor contained herein and in the SecuritiesNotes in accordance with Article Eight of this Indenture; (2) to add to the covenants of the Company or any other obligor upon the Notes for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or any other obligor upon the Notes, as applicable, in this Indenture or the Notes; (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which or in the Notes that may be defective or inconsistent with any other provision hereinherein or in the Notes, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with or the provisions of this Indenture and which Notes; provided that, in each case, such action shall not adversely affect the interests of the Holders; (4) to comply with the requirements of the Commission in order to effect or maintain the qualification, if any, of the Indenture under the Trust Indenture Act; (5) to evidence and provide the acceptance of the appointment of a successor Trustee under this Indenture; (6) to mortgage, pledge, hypothecate or grant a security interest in favor of the Trustee for the benefit of the Holders as additional security for the payment and performance of Securities of any series the Company's obligations hereunder, in any material respectproperty or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Trustee pursuant to this Indenture or otherwise; (7) to add to, delete from or revise a guarantor of the conditions, limitations and restrictions on Notes under the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forthIndenture; (8) to secure the Notes pursuant to the requirements of Section 803 or Section 1015 or otherwise; (9) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder;Default; or (10) to make provisions with respect evidence and provide for the acceptance of appointment hereunder by a successor Trustee pursuant to the conversion rights requirements of Section 609. SECTION 902. Supplemental Indentures with Consent of Holders. With the consent of the Holders of Convertible Securities; or (11) not less than a majority in aggregate principal amount of the Outstanding Notes, by Act of said Holders delivered to add tothe Company and the Trustee, change the Company, when authorized by a Board Resolution, and the Trustee may enter into an indenture or eliminate indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of modifying in respect to one or more series any manner the rights of Securitiesthe Holders under this Indenture; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of no such supplemental indenture and entitled to shall, without the benefit of such provision nor (B) modify the rights consent of the Holder of each Outstanding Note affected thereby: (1) change the Stated Maturity of the principal of or any such pre-existing series installment of interest on, any Security Note, or reduce the principal amount thereof (or premium or Liquidated Damages, if any) or the rate of interest thereon, alter any redemption provision with respect to any Note or change the application coin or currency in which any Note or any premium or Liquidated Damages or the interest thereon is payable, or impair the right to institute suit for the enforcement of any such provision payment after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date); (2) amend, change or modify the obligation of the Company to such pre-existing series make and consummate an Excess Proceeds Offer with respect to any Asset Sale in accordance with Section 1017 or the obligation of the Company to make and consummate a Change of Control Offer in the event of a Security Change of Control in accordance with Section 1010, including, in each case amending, changing or modifying any definition relating thereto; (ii3) reduce the percentage of the principal amount of the Outstanding Notes, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver of compliance with certain provisions and defaults of this Indenture and their consequences provided for in this Indenture; (4) modify any of the provisions of this Section or Sections 513 and Section 1019, except to increase the percentage of the aggregate principal amount of Outstanding Notes required for such actions thereunder or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Note affected thereby; (5) except as otherwise permitted under Article Eight consent to the assignment or transfer by the Company of any of their rights or obligations under the Indenture; or (6) release any Lien created by the Pledge Agreement, except in accordance with the terms of the Pledge Agreement. It shall become effective only when there is no not be necessary for any Act of Holders under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such pre-existing series of a Security outstandingAct shall approve the substance thereof.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionsResolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, Company and the assumption by any such successor of the covenants of the Company herein and in the SecuritiesNotes; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of SecuritiesHolders, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (4) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b); (6) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture and which Indenture; provided, that such action pursuant to this clause shall not adversely affect the interest interests of the Holders of Securities of the Notes or, so long as any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Trust Preferred Securities (and if such additional Events of Default are to be for shall remain outstanding, the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations holders of the Company and the Trustee under this Indenture to the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Preferred Securities; or (114) subject to add tothe limitations of Section 3.1, change or eliminate any to provide for the issuance of one additional series of Notes (the "Series B Notes") having terms different than the terms of the provisions of this Indenture in respect to one or more series of SecuritiesNotes originally issued hereunder (the "Series A Notes"); provided, however, that any such addition, change or elimination (i) the Holders of the Series A Notes and the Trust Preferred Securities shall neither (A) apply to any Security be given 15 days prior written notice of the definitive terms of any series Series B Notes to be issued and upon notice in writing to the Company by at least a majority of the aggregate liquidation amount of the Trust Preferred Securities, such holders will have the right to cause the terms designated by them of all the Series A Notes to be amended on or immediately prior to the execution issuance of such supplemental indenture the Series B Notes to conform in all material respects (including, without limitation, terms relating to interest rate, redemption and entitled redemption premium, if any) to the benefit of such provision nor (B) modify corresponding terms in the rights of Series B Notes; PROVIDED, FURTHER, the Holder of any such pre-existing Series A Notes and the Series B Notes shall be treated as a single series of any Security with respect to the application Notes for all purposes of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingthis Indenture.

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by Board Resolutions, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company, Company or the Guarantor and the assumption by any such successor of the covenants of the Company or the Guarantor, respectively, herein and in the Securities;Notes, all as provided in ARTICLE 6; or (2b) to add to the one or more covenants of the Company or other provisions for the benefit of the all Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add any additional Events of Default; or (d) to change or change eliminate any provision of this Indenture or to add any new provision to this Indenture; provided, however, that if such change, elimination or addition shall materially adversely affect the interests of the Holders, such change, elimination or addition shall become effective only pursuant to the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;Section 11.02 hereof; or (4e) to establish provide collateral security for all but not part of the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;Notes; or (5f) to evidence and provide for the acceptance of appointment hereunder by a separate or successor Trustee with respect to the Securities of one or more series Notes and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10(b);8.10; or (6g) to change any place or places where (i) the principal of and premium, if any, and interest, if any, on the Notes shall be payable, (ii) the Notes may be surrendered for registration of transfer, (iii) the Notes may be surrendered for exchange and (iv) notices and demands to or upon the Company in respect of the Notes and this Indenture may be served; or (h) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other changes to the provisions hereof or to add other provisions with respect to matters or questions arising under this Indenture which Indenture, provided that such changes or additions shall not be inconsistent materially adversely affect the interests of the Holders; or (i) to change or eliminate any provision of this Indenture or to add any new provision to this Indenture in order to conform the terms of the Indenture, the Guarantee or the Notes to the “Description of Notes” section of the Offering Memorandum; or (j) upon the occurrence of a Unit Exchange Event, solely (i) to provide that the Notes are convertible into Reference Property, subject to Section 12.06, and (ii) to effect the related changes to the terms of the Notes required by Section 12.06, in each case, in accordance with Section 12.06. Any amendment or supplement to this Indenture authorized by the provisions of this Indenture and which shall not adversely affect the interest of the Holders of Securities of any series in any material respect; (7) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (8) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to Section 11.01 may be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (9) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to conform the obligations of executed by the Company and the Trustee under this Indenture to without the obligations imposed on such Persons hereunder pursuant to the Trust Indenture Act or under any similar federal statute hereafter enacted and rules or regulations consent of the Commission thereunder; (10) to make provisions with respect to the conversion rights of Holders of Convertible Securities; or (11) to add toany of the Notes at the time outstanding, change or eliminate notwithstanding any of the provisions of this Indenture in respect to one or more series of Securities; provided, however, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such pre-existing series of any Security with respect to the application of such provision to such pre-existing series of a Security or (ii) shall become effective only when there is no such pre-existing series of a Security outstandingSection 11.02.